Common use of Payment without Withholding Clause in Contracts

Payment without Withholding. All payments in respect of the Notes by or on behalf of the Issuer will be made without withholding or deduction for or on account of any present or future taxes, duties, assessments or governmental charges (including related interest or penalties) of whatever nature ("Taxes") imposed, assessed or levied by or on behalf of any Relevant Jurisdiction unless such withholding or deduction is required by law. In such event, the Issuer will pay such additional amounts as shall be necessary in order that the net amounts received by the holders of the Notes after such withholding or deduction shall equal the respective amounts which would otherwise have been receivable in respect of the Notes, in the absence of such withholding or deduction; except that no such additional amounts shall be payable in relation to any payment with respect to any Note: (a) presented for payment by or on behalf of a holder who is liable for Taxes in respect of the Note by reason of such holder having some connection with any Relevant Jurisdiction other than the mere holding of such Note; or (b) presented for payment in Türkiye; or (c) presented for payment more than 30 days after the Relevant Date (as defined below) except to the extent that the holder thereof would have been entitled to an additional amount on presenting the same for payment on the last day of such 30 day period assuming that day to have been a Payment Day (as defined in Condition 7.4). Notwithstanding any other provision of these Conditions, in no event will the Issuer, any Paying Agent or any other Person be required to pay any additional amounts in respect of the Notes for, or on account of, any withholding or deduction required pursuant to FATCA (including pursuant to any agreement described in Section 1471(b) of the Code) or any law implementing an intergovernmental approach to FATCA. For the purposes of these Conditions:

Payment without Withholding. All payments in respect of the Notes by or on behalf of the Issuer will shall be made free and clear of, and without withholding or deduction for for, or on account of of, any present or future taxes, duties, levies, assessments or governmental charges (including related interest or and penalties) of whatever nature ("“Taxes"”) imposed, assessed or levied by or on behalf of any Relevant Jurisdiction Jurisdiction, unless such the withholding or deduction of the Taxes is required by law. In such that event, the Issuer will pay such additional amounts as shall may be necessary in order that the net amounts received by the holders of Noteholders after the Notes after such withholding or deduction shall equal the respective amounts which would otherwise have been receivable in respect of the Notes, Notes in the absence of such the withholding or deduction; except that no such additional amounts shall be payable in relation to any payment with in respect to of any Note: (a) presented for payment held by or on behalf of a holder who is liable for such Taxes in respect of the Note by reason of such holder having some connection with any the Relevant Jurisdiction other than the mere holding of such the Note; or (b) in respect of which the Certificate representing it is presented for payment in Türkiyethe Relevant Jurisdiction; or (c) in respect of which the Certificate representing it is presented for payment more than 30 days after the Relevant Date (as defined below) except to the extent that the holder thereof would have been entitled to an such additional amount amounts on presenting the same for payment on the last day of such the period of 30 day period days assuming that day to have been a Payment Business Day (as defined in Condition 7.46). Notwithstanding any other provision of these Conditions, in no event will the Issuer, any Paying Agent or any other Person Issuer be required to pay any additional amounts in respect of the Notes for, or on account of, any withholding or deduction required pursuant to FATCA (including pursuant to any an agreement described in Section 1471(b) of the Code or otherwise imposed pursuant to Section 1471 through 1474 of the Code) , any regulations or agreements thereunder, or any official interpretations thereof, or any law implementing an intergovernmental approach to FATCA. For the purposes of these Conditions:thereto.

Payment without Withholding. All payments in respect of the Notes by or on behalf of the Issuer will shall be made without withholding or deduction for for, or on account of of, any present or future taxes, duties, assessments or governmental charges (including related interest or penalties) of whatever nature ("Taxes") imposed, assessed imposed or levied by or on behalf of any the Relevant Jurisdiction Jurisdiction, unless such the withholding or deduction of the Taxes is required by law. In such that event, the Issuer will pay such additional amounts as shall may be necessary in order that the net amounts received by the holders of Noteholders and Couponholders after the Notes after such withholding or deduction shall equal the respective amounts which would otherwise have been receivable in respect of the NotesNotes or, as the case may be, Coupons in the absence of such the withholding or deduction; except that no such additional amounts shall be payable in relation to any payment with in respect to of any NoteNote or Coupon: (a) presented for payment by or on behalf of a holder who is liable for to the Taxes in respect of the Note or Coupon by reason of such holder his having some connection with any the Relevant Jurisdiction other than the mere holding of such Notethe Note or Coupon; or (b) presented for where such withholding or deduction is imposed on a payment to an individual and is required to be made pursuant to European Council Directive 2003/48/EC or any law implementing or complying with, or introduced in Türkiyeorder to conform to, such Directive; or (c) presented for payment by or on behalf of a holder who would have been able to avoid such withholding or deduction by presenting the relevant Note or Coupon to another Paying Agent in a Member State of the European Union; or (d) presented for payment more than 30 days after the Relevant Date (as defined below) except to the extent that the a holder thereof would have been entitled to an additional amount amounts on presenting the same for payment on the last day of such the period of 30 day period days assuming that day to have been a Payment Day Presentation Date (as defined in Condition 7.45); or (e) with respect to any estate, inheritance, gift, sales, personal property, transfer or similar tax, duty, assessment or governmental charge; or (f) where such withholding or deduction is imposed by reason of a holder’s status as (i) a personal holding company for U.S. federal income tax purposes, (ii) a corporation with accumulated earnings to avoid U.S. federal income tax, (iii) a controlled foreign corporation or passive foreign investment company for U.S. federal income tax purposes, (iv) the owner, actually or by attribution, of 10 per cent. Notwithstanding any or more of the total combined voting power of all classes of stock of the Issuer entitled to vote, (v) a private foundation or foreign tax-exempt organization or (vi) a bank receiving interest that is not eligible for the portfolio interest exemption, as such term is used for U.S. federal income tax purposes; or (g) where such withholding or deduction is payable because of a failure of the holder to comply with reporting requirements concerning nationality, residence or identity of a holder or beneficial owner if required by U.S. statute or regulation to avoid such withholding or deduction; or (h) where such withholding or deduction is due on a payment to someone other provision of these Conditions, in no event will than the Issuer, any Paying Agent or any other Person be required to pay any additional amounts in respect beneficial owner of the Notes for, or on account of, any withholding or deduction required pursuant to FATCA (including pursuant to any agreement described in Section 1471(b) if the beneficial owner would not have been entitled thereto under the above exceptions had it been the holder of the Code) note or any law implementing an intergovernmental approach to FATCA. For the purposes of these Conditions:coupon.

Payment without Withholding. All payments in respect of the Notes by or on behalf of the Issuer will shall be made free and clear of, and without withholding or deduction for for, or on account of of, any present or future taxes, duties, assessments or governmental charges (including related interest or penalties) of whatever nature ("Taxes") imposed, assessed imposed or levied by or on behalf of any the Relevant Jurisdiction Jurisdiction, unless such the withholding or deduction of the Taxes is required by law. In such that event, the Issuer will pay such additional amounts as shall may be necessary in order that the net amounts received by the holders of Noteholders and Couponholders after the Notes after such withholding or deduction shall equal the respective amounts which would otherwise have been receivable in respect of the NotesNotes or, as the case may be, Coupons in the absence of such the withholding or deduction; except that no such additional amounts shall be payable in relation to any payment with in respect to of any NoteNote or Coupon: (a) presented for payment by or on behalf of a holder who is liable for to the Taxes in respect of the Note or Coupon by reason of such holder his having some connection with any the Relevant Jurisdiction other than the mere holding of such Notethe Note or Coupon; or (b) presented for payment in Türkiyeby or on behalf of a holder who would not be liable or subject to the withholding or deduction by making a declaration of non-residence or other similar claim for exemption to the relevant tax authority; or (c) where such withholding or deduction is imposed on a payment to an individual and is required to be made pursuant to European Council Directive 2003/48/EC or any law implementing or complying with, or introduced in order to conform to, such Directive; or (d) presented for payment by or on behalf of a holder who would have been able to avoid such withholding or deduction by presenting the relevant Note or Coupon to another Paying Agent in a Member State of the European Union; or (e) presented for payment more than 30 days after the Relevant Date (as defined below) except to the extent that the a holder thereof would have been entitled to an additional amount amounts on presenting the same for payment on the last day of such the period of 30 day period days assuming that day to have been a Payment Day Presentation Date (as defined in Condition 7.45.5). Notwithstanding any other provision of these Conditions, in no event will the Issuer, any Paying Agent or any other Person be required to pay any additional amounts in respect of the Notes for, or on account of, any withholding or deduction required pursuant to FATCA (including pursuant to any agreement described in Section 1471(b) of the Code) or any law implementing an intergovernmental approach to FATCA. For the purposes of these Conditions:.

Payment without Withholding. All payments in respect of the Notes by or on behalf of the Issuer will shall be made without withholding or deduction for for, or on account of of, any present or future taxes, duties, assessments or governmental charges (including related interest or penalties) of whatever nature ("Taxes") imposed, assessed imposed or levied by or on behalf of the Netherlands or any Relevant Jurisdiction political subdivision thereof unless such the withholding or deduction of the Taxes is required by law. In any such event, the Issuer will pay such additional amounts in respect of Interest Payments but not in respect of any payments of principal (Additional Amounts) as shall may be necessary in order that the net amounts received by the holders of Noteholders after the Notes after such withholding or deduction shall equal the respective amounts which would otherwise have been receivable received in respect of the NotesNotes or Coupons, as the case may be, in the absence of such the withholding or deduction; except that no such additional amounts Additional Amounts shall be payable in relation to any payment with in respect to of any NoteNote or Coupon: (a) presented for payment by or on behalf the holder of a holder who which is liable for to the Taxes in respect of the Note or Coupon by reason of such holder his having some connection with any Relevant Jurisdiction the Netherlands other than the mere holding of such Notethe Note or Coupon; or (b) presented surrendered for payment (where surrender is required) in Türkiyethe Netherlands; or (c) in circumstances where such withholding or deduction would not be required if the holder or any person acting on his behalf had obtained and/or presented any form or certificate or had made a declaration of non-residence or similar claim for exemption to the relevant tax authority upon the making of which the holder would have been able to avoid such withholding or deduction; or (d) surrendered for payment (where surrender is required) more than 30 thirty (30) days after the Relevant Date (as defined below) except to the extent that the a holder thereof would have been entitled to an additional amount Additional Amounts on presenting surrendering the same for payment on the last day of the period of thirty (30) days assuming (whether or not such 30 day period assuming is in fact the case) that day to have been a Payment Day Business Day. The Issuer shall be permitted to withhold or deduct any amounts required by the rules of U.S. Internal Revenue Code Sections 1471 through 1474 (or any amended or successor provisions), pursuant to any inter-governmental agreement or implementing legislation adopted by another jurisdiction in connection with these provisions, or pursuant to any agreement with the U.S. Internal Revenue Service (FATCA Withholding) as defined in Condition 7.4)a result of a Noteholder, Couponholder, beneficial owner or an intermediary that is not an agent of the Issuer not being entitled to receive payments free of FATCA Withholding. Notwithstanding The Issuer will have no obligation to pay Additional Amounts or otherwise indemnify an investor for any other provision of these Conditions, in no event will such FATCA Withholding deducted or withheld by the Issuer, any Paying Agent or any other Person be required to pay any additional amounts in respect party. As used herein, the Relevant Date means the date on which the payment first becomes due, except that, if the full amount of the Notes formoneys payable has not been duly received by the Fiscal Agent on or prior to such due date, or it means the date on account ofwhich, any withholding or deduction required pursuant the full amount of such moneys having been so received, notice to FATCA that effect is duly given to the Noteholders in accordance with Condition 10 (including pursuant to any agreement described in Section 1471(b) of the Code) or any law implementing an intergovernmental approach to FATCA. For the purposes of these Conditions:Notices).

Payment without Withholding. All payments in respect of the Notes Capital Securities by or on behalf of the Issuer will or the Guarantor shall be made free and clear of, and without withholding withholding, deduction or deduction retention for or on account of of, any present or future taxes, duties, assessments or governmental charges (including related interest or penalties) of whatever nature ("Taxes") imposed, levied, collected, withheld or assessed or levied by or on behalf of any Relevant Jurisdiction Jurisdiction, unless such withholding the withholding, deduction or deduction retention of the Taxes is required by law. In such that event, the Issuer or, as the case may be, the Guarantor will pay such additional amounts as shall be necessary in order that the net amounts received by the holders of Securityholders after the Notes after such withholding withholding, deduction or deduction retention shall equal the respective amounts which would otherwise have been receivable in respect of the Notes, Capital Securities in the absence of such withholding the withholding, deduction or deductionretention; except that no such additional amounts shall be payable in relation to any payment with in respect to of any NoteCapital Security: (a) presented for payment held by or on behalf of a holder who which is liable for to the Taxes in respect of the Note Capital Security by reason of such holder his having some connection with any Relevant Jurisdiction other than the mere holding of such Notethe Capital Security; or (b) presented for payment in Türkiye; or (c) where the relevant Capital Security is presented for payment more than 30 days after the Relevant Date (as defined below) except to the extent that the a holder thereof would have been entitled to an additional amount amounts on presenting the same for payment on the last day of such the period of 30 day period days assuming that day to have been a Payment Day (as defined in Condition 7.4)Business Day. Notwithstanding any other provision of these Conditions, any amounts to be paid on the Capital Securities by or on behalf of the Issuer will be made net of any deduction or withholding imposed or required pursuant to an agreement described in no event will Section 1471(b) of the IssuerCode or otherwise imposed pursuant to Sections 1471 through 1474 of the Code, any Paying Agent (or any regulations or agreements thereunder, or official interpretations thereof.), or an intergovernmental agreement between the United States and another jurisdiction facilitating the implementation thereof (or any fiscal or regulatory legislation, rules or practices implementing such an intergovernmental agreement) (any such withholding or deduction, a FATCA Withholding). Neither the Issuer nor any other Person person will be required to pay any additional amounts in respect of the Notes for, or on account of, any withholding or deduction required pursuant to FATCA (including pursuant to any agreement described in Section 1471(b) of the Code) or any law implementing an intergovernmental approach to FATCA. For the purposes of these Conditions:Withholding.

Payment without Withholding. All payments in respect of the Notes by or on behalf of the Issuer will be made without withholding or deduction for or on account of any present or future taxes, duties, assessments or governmental charges (including related interest or penalties) of whatever nature ("Taxes") imposed, assessed imposed or levied by or on behalf of any Relevant Jurisdiction unless such withholding or deduction is required by law. In such event, the Issuer will pay such additional amounts as shall be necessary in order that the net amounts received by the holders of the Notes after such withholding or deduction shall equal the respective amounts which would otherwise have been receivable in respect of the Notes, in the absence of such withholding or deduction; except that no such additional amounts shall be payable in relation to any payment with respect to any Note: (a) presented for payment by or on behalf of a holder who is liable for Taxes in respect of the Note by reason of such holder his having some connection with any Relevant Jurisdiction other than the mere holding of such Note; or (b) presented for payment in TürkiyeTurkey; or (c) presented for payment more than 30 days after the Relevant Date (as defined below) except to the extent that the holder thereof would have been entitled to an additional amount on presenting the same for payment on the last day of such the period of 30 day period days assuming that day to have been a Payment Day (as defined in Condition 7.4). Notwithstanding any other provision of these Conditions, in no event will the Issuer, any Paying Agent or any other Person person be required to pay any additional amounts in respect of the Notes for, or on account of, any withholding or deduction required pursuant to FATCA (including pursuant to any agreement described in Section 1471(b) of the Code) or any law implementing an intergovernmental approach to FATCA. For the purposes of these Conditions:

Payment without Withholding. All payments in respect of the Notes by or on behalf of the Issuer will shall be made without withholding or deduction for for, or on account of of, any present or future taxes, duties, assessments or governmental charges (including related interest or penalties) of whatever nature ("“Taxes"”) imposed, assessed imposed or levied by or on behalf of any a Relevant Jurisdiction Jurisdiction, unless such the withholding or deduction of the Taxes is required by law. In such that event, the Issuer will pay such additional amounts as shall be necessary in order that the net amounts received by the holders of Noteholders after the Notes after such withholding or deduction shall equal the respective amounts which would otherwise have been receivable in respect of the Notes, Notes in the absence of such the withholding or deduction; except that no such additional amounts shall be payable in relation to any payment with in respect to of any Note: (a) presented for payment by or on behalf of a holder who is liable for the Taxes in respect of the Note by reason of such holder having some connection with any Relevant Jurisdiction other than the mere holding of such the Note; or (b) presented for payment in Türkiyethe Republic of Turkey; or (c) presented for payment more than 30 days after the Relevant Date (as defined below) except to the extent that the a holder thereof would have been entitled to an additional amount amounts on presenting the same for payment on the last day of such the period of 30 day period days assuming that day to have been a Payment Day (as defined in Condition 7.4)Business Day. Notwithstanding any other provision of these Conditions, in no event will the Issuer, any Paying Agent or any other Person Issuer be required to pay any additional amounts in respect of the Notes for, or on account of, any withholding or deduction required pursuant to FATCA (including pursuant to any agreement described in Section 1471(b) of the Code) or any law implementing an intergovernmental approach to FATCA. For the purposes of these Conditions:.

Payment without Withholding. All payments in respect of the Notes by or on behalf of the Issuer will shall be made without withholding or deduction for for, or on account of of, any present or future taxes, duties, assessments or governmental charges (including related interest or penalties) of whatever nature ("“Taxes"”) imposed, assessed imposed or levied by or on behalf of any Relevant Jurisdiction Jurisdiction, unless such the withholding or deduction of the Taxes is required by law. In such that event, the Issuer will pay such additional amounts as shall be necessary in order that the net amounts received by the holders of Noteholders after the Notes after such withholding or deduction shall equal the respective amounts which would otherwise have been receivable in respect of the Notes, Notes in the absence of such the withholding or deduction; except that no such additional amounts shall be payable in relation to any payment with in respect to of any Note: (a) presented for payment by or on behalf of a holder who is liable for the Taxes in respect of the Note by reason of such holder having some connection with any Relevant Jurisdiction other than the mere holding of such the Note; or (b) presented for payment in Türkiyethe Republic of Turkey; or (c) presented for payment more than 30 days after the Relevant Date (as defined below) except to the extent that the a holder thereof would have been entitled to an additional amount amounts on presenting the same for payment on the last day of such 30 day period assuming that day to have been a Payment Business Day (as defined in Condition 7.47). Notwithstanding any other provision of these Conditions, in no event will the Issuer, any Paying Agent or any other Person be required to pay any additional amounts in respect of the Notes for, or on account of, any withholding or deduction required pursuant to FATCA (including pursuant to any agreement described in Section 1471(b) of the Code) or any law implementing an intergovernmental approach to FATCA. For the purposes of these Conditions:.

Payment without Withholding. All payments in respect of the Notes principal, premium and interest by or on behalf of the Issuer will or any Guarantor in respect of the Notes or the Notes Guarantee shall be made free and clear of, and without withholding or deduction for or on account of for, any present or future taxes, duties, assessments or governmental charges (including related interest or penalties) of whatever nature ("Taxes") imposed, levied, collected, withheld or assessed or levied by or on behalf of any Authority having power to tax (“Taxes”). For the avoidance of doubt, FATCA Withholding is a deduction or withholding which is deemed to be required by law for the purposes of this Condition 9.1. If the Issuer or any Guarantor is required to make a deduction or withholding by or within any Relevant Jurisdiction unless such withholding or deduction is required by law. In such event(other than FATCA Withholding), the Issuer will or Guarantor (as applicable) shall pay such additional amounts as shall be necessary result in order that receipt by the net Noteholders of such amounts as would have been received by the holders of the Notes after them had no such withholding or deduction shall equal the respective amounts which would otherwise have been receivable in respect of the Notesrequired, in the absence of such withholding or deduction; except that no such additional amounts shall be payable in relation to any payment with respect to any Note: (a) presented for payment by or on behalf the Noteholder of a holder who which is liable for Taxes in respect of the such Note by reason of such holder having some present or former connection with any the Relevant Jurisdiction other than the a mere holding of such Notethe Notes; or (b) presented for payment (or in Türkiye; or (crespect of which the Definitive Certificate representing it is presented) presented for payment more than 30 days after the Relevant Date (as defined below) except to the extent that the holder thereof a Noteholder would have been entitled to an additional amount amounts on presenting the same for payment on the last day of such the period of 30 day period days assuming that day to have been a Payment Day (as defined in Condition 7.4). Notwithstanding any other provision of these Conditions, in no event will the Issuer, any Paying Agent or any other Person be required to pay any additional amounts in respect of the Notes for, or on account of, any withholding or deduction required pursuant to FATCA (including pursuant to any agreement described in Section 1471(b) of the Code) or any law implementing an intergovernmental approach to FATCA. For the purposes of these Conditions:Business Day.

Payment without Withholding. All payments in respect of the Notes (including with respect to the Coupons, if any) by (or on behalf of of) the Issuer will shall be made without withholding or deduction for for, or on account of of, any present or future taxes, duties, assessments or governmental charges (including related interest or penalties) of whatever nature ("“Taxes"”) imposed, assessed imposed or levied by or on behalf of any Relevant Jurisdiction unless such the withholding or deduction of the Taxes is required by law. In such that event, the Issuer will shall pay such additional amounts (“Additional Amounts”) as shall be necessary in order that the net amounts received by the holders of the Notes or Coupons after such withholding or deduction shall equal the respective amounts which that would otherwise have been receivable in respect of the NotesNotes or Coupons, as the case may be, in the absence of such withholding or deduction; except that no such additional amounts Additional Amounts shall be payable in relation to any payment with in respect to of any NoteNote or Coupon: (a) presented for payment by or on behalf of a holder who is liable for Taxes in respect of the Note or Coupon by reason of such holder having some connection with any Relevant Jurisdiction other than the mere holding of such Note; orthe Note or Coupon or the receipt of payment in respect thereof, (b) presented for payment in Türkiye; Turkey, or (c) presented for payment more than 30 days after the Relevant Date (as defined below) except to the extent that a holder of the holder thereof relevant Note or Coupon would have been entitled to an additional amount Additional Amounts on presenting the same for payment on the last day of such 30 day period (assuming that day to have been a Payment Day (as defined in Condition 7.4Business Day). Notwithstanding any other provision of these Conditions, in no event will the Issuer, any Paying Agent or any other Person be required to pay any additional Additional Amounts or other amounts in respect of the Notes (including on Coupons) for, or on account of, any withholding or deduction required pursuant to FATCA (including pursuant to any agreement described in Section 1471(b) of the Code) or any law implementing an intergovernmental approach to FATCA. For the purposes of these Conditions:.

Payment without Withholding. All payments in respect of the Notes by or on behalf of the Issuer will or the Guarantor shall be made without withholding or deduction for for, or on account of of, any present or future taxes, duties, assessments or governmental charges (including related interest or penalties) of whatever nature ("Taxes"TAXES) imposed, assessed imposed or levied by or on behalf of any the Relevant Jurisdiction Jurisdictions, unless such the withholding or deduction of the Taxes is required by law. In such that event, the Issuer or, as the case may be, the Guarantor will pay such additional amounts as shall may be necessary in order that the net amounts received by the holders of Noteholders and Couponholders after the Notes after such withholding or deduction shall equal the respective amounts which would otherwise have been receivable in respect of the NotesNotes or, as the case may be, Coupons in the absence of such the withholding or deduction; except that no such additional amounts shall be payable payable: (a) in relation to any payment with in respect of any Note or Coupon where such withholding or deduction is imposed on a payment to an individual and is required to be made pursuant to European Council Directive 2003/48/EC or any law implementing or complying with, or introduced in order to conform to, such Directive; or (b) in relation to any Note: (a) payment in respect of any Note or Coupon presented for payment by or on behalf of a holder who is liable for Taxes would have been able to avoid such withholding or deduction by presenting the relevant Note or Coupon to another Paying Agent in respect a Member State of the Note by reason of such holder having some connection with any Relevant Jurisdiction other than the mere holding of such Note; or (b) presented for payment in TürkiyeEuropean Union; or (c) in relation to any payment in respect of any Note or Coupon presented for payment more than 30 days after the Relevant Date (as defined below) except to the extent that the a holder thereof would have been entitled to an additional amount amounts on presenting the same for payment on the last day of such the period of 30 day period days assuming that day to have been a Payment Day Presentation Date (as defined in Condition 7.46.5). Notwithstanding ; or (d) for or on account of any tax, assessment or other provision governmental charge that would not have been so imposed but for the existence of these Conditionsany present or former connection (other than the more holding of a Note or Coupon) between such Noteholder or Couponholder (or between a fiduciary, settlor, beneficiary, member or shareholder of such Noteholder or Couponholder, if such Noteholder or Couponholder is an estate, a trust, a partnership or a corporation) and any Relevant Jurisdiction and its possessions, including, without limitation, such Noteholder or Couponholder (or such fiduciary, settlor, beneficiary, member or shareholder) being or having been a citizen or resident thereof or being or having been engaged in no event will the Issuera trade or business or present therein or having, or having had, a permanent establishment therein; or (e) for or on account of any Paying Agent estate, inheritance, gift, sales, transfer or personal property tax or any similar tax, assessment or governmental charge; or (f) for or on account of any tax, assessment or other Person be required governmental charge imposed by reason of such Noteholder or Couponholder's past or present status as a controlled foreign corporation or passive foreign investment company with respect to pay the United States or as a corporation that accumulates earnings to avoid United States federal income tax; or (g) for or on account of any additional amounts tax, assessment or other governmental charge that is payable otherwise than by withholding from payments on or in respect of the Notes for, any Note; or (h) for or on account ofof any tax, any withholding assessment or deduction required pursuant other governmental charge that would not have been imposed but for the failure to FATCA (including pursuant to any agreement described in Section 1471(b) comply with certification, information or other reporting requirements concerning the nationality, residence or identity of the CodeNoteholder or Couponholder, if such compliance is required by statute or by regulation of the United States or of any political subdivision or taxing authority thereof or therein as a precondition to relief or exemption from such tax, assessment or other governmental charge; or (i) for or on account of any law implementing an intergovernmental approach tax, assessment or other governmental charge imposed by reason of such Noteholder or Couponholder's past or present status as the actual or constructive owner of 10 per cent, or more of the total combined voting power of all classes of the stock of the Guarantor entitled to FATCA. For vote or as a controlled foreign corporation that is related directly or indirectly to the purposes of these Conditions:Guarantor through stock ownership.

Payment without Withholding. All payments in respect of the Notes by or on behalf of the Issuer will or the Guarantor and all payments made by PCCW or any of its Subsidiaries in respect of the inter-company loans of the proceeds of the offering of the Notes from the Issuer to PCCW or any of its Subsidiaries (collectively, the "Intercompany Loan") shall be made without withholding or deduction for for, or on account of of, any present or future taxes, duties, assessments or governmental charges (including related interest or penalties) of whatever nature ("Taxes") imposed, assessed imposed or levied by or on behalf of any of the Relevant Jurisdiction Jurisdictions ("Taxes"), unless such withholding or deduction of the Taxes is required by law. In such that event, the Issuer Issuer, PCCW or such Subsidiary of PCCW (whether, the Guarantor, or another subsidiary of PCCW), as the case may be, will pay such additional amounts ("Additional Amounts") as shall may be necessary in order that the net amounts received by the holders of Noteholders and Couponholders or in connection with the Notes Intercompany Loan after such withholding or deduction shall equal the respective amounts which would otherwise have been receivable in respect of the Notes, the Coupons or in connection with the Intercompany Loan, as the case may be, in the absence of such withholding or deduction; except that no such additional amounts Additional Amounts shall be payable in relation to any payment with in respect to of any NoteNote or Coupon: (a) presented for payment by to, or to a third party on behalf of of, a holder who is liable for to the Taxes in respect of the Note or Coupon by reason of such holder his having some connection with any a Relevant Jurisdiction other than the mere holding of such Notethe Note or Coupon or receiving principal or interest in respect thereof; or (b) presented for payment in Türkiye; or (c) presented for payment more than 30 days after the Relevant Date (as defined below) except to the extent that the a holder thereof would have been entitled to an additional amount Additional Amounts on presenting the same for payment on the last day of such period of 30 day period days assuming that day to have been a Payment Day Presentation Date; or (as defined in Condition 7.4). Notwithstanding any other provision of these Conditions, in no event will the Issuer, any Paying Agent or any other Person be required to pay any additional amounts in respect of the Notes for, or on account of, any c) where such withholding or deduction is imposed on a payment to an individual and is required pursuant to FATCA (including be made pursuant to any agreement described in Section 1471(b) European Union Directive on the taxation of savings implementing the conclusions of the Code) ECOFIN Council meeting of 26th to 27th November, 2000 or any law implementing an intergovernmental approach or complying with, or introduced in order to FATCA. For conform, to such Directive; or (d) presented for payment by or on behalf of a Noteholder or Couponholder who would have been able to avoid such withholding or deduction by presenting the purposes relevant Note or Coupon, as the case may be, to another Paying Agent in a European Union Member State; or (e) in respect of these Conditions:any such Taxes that would not have been so imposed, deducted or withheld if the holder or beneficial owner of a Note or the beneficial owner of any payment on such Note had (i) made a declaration of non-residence or any other claim or filing for exemption to which it is entitled or (ii) complied with any certification, identification, information, documentation or other reporting requirement concerning the nationality, residence, identity or connection with a Relevant Jurisdiction of such holder or beneficial owner of such Note or any payment on such Note (provided that (x) such declaration of non-residence or other claim or filing for exemption or such compliance is required by the applicable law of a Relevant Jurisdiction as a precondition to exemption from, or reduction in the rate of the imposition, deduction or withholding of, such Taxes and (y) at least 30 days prior to the first payment date with respect to which such declaration of non-residence or other claim or filing for exemption or such compliance is required under the applicable law of a Relevant Jurisdiction, the holder or the beneficial owner, as the case may be, of such Note at that time has been notified by the Issuer or any other person through whom payment may be made that a declaration of non-residence or other claim or filing for exemption or such compliance is required to be made); or (f) in respect of any payment under or with respect to a Note to any holder that is a fiduciary or partnership or any person other than the sole beneficial owner of such payment or Note, to the extent that a beneficiary or settlor with respect to such fiduciary, a member of such a partnership or the beneficial owner of such payment or Note would not have been entitled to such Additional Amounts had such beneficiary, settlor, member or beneficial owner been the actual holder of such Note; or (g) in respect of any estate, inheritance, gift, sales, excise, transfer or personal property tax or similar tax, assessment or governmental charge; or (h) any combination of items (a) through (g) above.

Payment without Withholding. All payments in respect of the Notes Capital Securities by or on behalf of the Issuer will or the Guarantor shall be made free and clear of, and without withholding withholding, deduction or deduction retention for or on account of of, any present or future taxes, duties, assessments or governmental charges (including related interest or penalties) of whatever nature ("Taxes") imposed, levied, collected, withheld or assessed or levied by or on behalf of any of the Relevant Jurisdiction Jurisdictions, unless such withholding the withholding, deduction or deduction retention of the Taxes is required by law. In such that event, the Issuer or, as the case may be, the Guarantor will pay such additional amounts as shall be necessary in order that the net amounts received by the holders of Securityholders after the Notes after such withholding withholding, deduction or deduction retention shall equal the respective amounts which would otherwise have been receivable in respect of the Notes, Capital Securities in the absence of such withholding the withholding, deduction or deductionretention; except that no such additional amounts shall be payable in relation to any payment with in respect to of any NoteCapital Security: (a) presented for payment held by or on behalf of a holder who which is liable for to the Taxes in respect of the Note Capital Security by reason of such holder his having some connection with any Relevant Jurisdiction other than the mere holding of such Notethe Capital Security; or (b) presented for payment in Türkiye; or (c) where the relevant Capital Security is presented for payment more than 30 days after the Relevant Date (as defined below) except to the extent that the a holder thereof would have been entitled to an additional amount amounts on presenting the same for payment on the last day of such the period of 30 day period days assuming that day to have been a Payment Day (as defined in Condition 7.4)Business Day. Notwithstanding any other provision of these Conditions, any amounts to be paid on the Capital Securities by or on behalf of the Issuer will be made net of any deduction or withholding imposed or required pursuant to an agreement described in no event will Section 1471(b) of the IssuerCode or otherwise imposed pursuant to Sections 1471 through 1474 of the Code, any Paying Agent (or any regulations or agreements thereunder, or official interpretations thereof.), or an intergovernmental agreement between the United States and another jurisdiction facilitating the implementation thereof (or any fiscal or regulatory legislation, rules or practices implementing such an intergovernmental agreement) (any such withholding or deduction, a "FATCA Withholding"). Neither the Issuer nor any other Person person will be required to pay any additional amounts in respect of the Notes for, or on account of, any withholding or deduction required pursuant to FATCA (including pursuant to any agreement described in Section 1471(b) of the Code) or any law implementing an intergovernmental approach to FATCA. For the purposes of these Conditions:Withholding.

Payment without Withholding. All payments in respect of the Notes by or on behalf of the Issuer will be made without withholding or deduction for or on account of any present or future taxes, duties, assessments or governmental charges (including related interest or penalties) of whatever nature ("Taxes") imposed, assessed imposed or levied by or on behalf of any Relevant Jurisdiction unless such withholding or deduction is required by law. In such event, the Issuer will pay such additional amounts as shall be necessary in order that the net amounts received by the holders of the Notes after such withholding or deduction shall equal the respective amounts which would otherwise have been receivable in respect of the Notes, in the absence of such withholding or deduction; except that no such additional amounts shall be payable in relation to any payment with respect to any Note: (a) presented for payment by or on behalf of a holder who is liable for Taxes in respect of the Note by reason of such holder his having some connection with any Relevant Jurisdiction other than the mere holding of such Note; or (b) presented for payment in TürkiyeTurkey; or (c) presented for payment more than 30 days after the Relevant Date (as defined below) except to the extent that the holder thereof would have been entitled to an additional amount on presenting the same for payment on the last day of such the period of 30 day period days assuming that day to have been a Payment Day (as defined in Condition 7.4). Notwithstanding any other provision of these Conditions, in no event will the Issuer, any Paying Agent or any other Person person be required to pay any additional amounts in respect of the Notes for, or on account of, any withholding or deduction required pursuant to FATCA (including pursuant to any agreement described in Section 1471(b) of the Code) or any law implementing an intergovernmental approach to FATCAthereto. For the purposes of these Conditions:

Payment without Withholding. All payments of principal and interest in respect of the Notes by or on behalf of the Issuer will be made without withholding or deduction for or on account of any present or future taxes, duties, assessments or governmental charges (including related interest or penalties) of whatever nature ("Taxes") imposed, assessed imposed or levied by or on behalf of any Relevant Jurisdiction unless such the withholding or deduction of the Taxes is required by law. In such that event, the Issuer will pay such additional amounts of principal and interest as shall be necessary in order that the net amounts received by the holders of the Notes after such withholding or deduction shall equal the respective amounts which would otherwise have been receivable in respect of the Notes, Notes in the absence of such the withholding or deduction; except that no such additional amounts shall be payable in relation to any payment with in respect to of any Note: (a) presented for payment by or on behalf of a holder who is liable for Taxes in respect of the Note by reason of such holder having some connection with any Relevant Jurisdiction other than the mere holding of such the Note; or (b) presented where such withholding or deduction would not have been imposed but for the failure of the applicable holder or beneficial owner of such payment to comply with any certification, identification, information, documentation or other reporting requirement to the extent (a) such compliance is required by applicable law, administrative practice or an applicable treaty as a precondition to exemption from, or reduction in Türkiyethe rate of deduction or withholding of, such Taxes and (b) such obligor shall have notified such recipient in writing that such recipient will be required to comply with such requirement; or (c) presented for payment in Turkey; or (d) presented for payment more than 30 days after the Relevant Date (as defined below) except to the extent that a holder of the holder thereof relevant Note would have been entitled to an additional amount amounts on presenting the same for payment on the last day of such the period of 30 day period days assuming that day to have been a Payment Business Day (as defined in Condition 7.4). Notwithstanding any other provision of these Conditions, in no event will the Issuer, any Paying Agent or any other Person Issuer be required to pay any additional amounts in respect of the Notes for, or on account of, any withholding or deduction required pursuant to FATCA (including pursuant to any agreement described in Section 1471(b) of the Code) or any law implementing an intergovernmental approach to FATCA. For the purposes of these Conditions:

Payment without Withholding. All payments in respect of the Notes and Coupons by or on behalf of the Issuer will be made without withholding or deduction for or on account of any present or future taxes, duties, assessments or governmental charges (including related interest or penalties) of whatever nature ("Taxes") imposed, assessed imposed or levied by or on behalf of any Relevant Jurisdiction unless such the withholding or deduction of the Taxes is required by law. In such that event, the Issuer will pay such additional amounts as shall be necessary in order that the net amounts received by the holders of the Notes or Coupons after such withholding or deduction shall equal the respective amounts which would otherwise have been receivable in respect of the NotesNotes or Coupons, as the case may be, in the absence of such the withholding or deduction; except that no such additional amounts shall be payable in relation to any payment with in respect to of any NoteNote or Coupon: (a) presented for payment by or on behalf of a holder who is liable for Taxes in respect of the Note or Coupon by reason of such holder having some connection with any Relevant Jurisdiction other than the mere holding of such Notethe Note or Coupon; or (b) presented for payment in the Republic of Türkiye; or (c) presented for payment more than 30 days after the Relevant Date (as defined below) except to the extent that a holder or, as the holder thereof case may be, Couponholder would have been entitled to an additional amount amounts on presenting the same for payment on the last day of such the period of 30 day period days assuming that day to have been a Payment Business Day (as defined in Condition 7.47.6). Notwithstanding any other provision of these Conditions, in no event will any amounts to be paid on the Notes by or on behalf of the Issuer, will be paid net of any Paying Agent deduction or withholding imposed or required pursuant to an agreement described in Section 1471(b) of the U.S. Internal Revenue Code of 1986, as amended (the "Code"), or otherwise imposed pursuant to Sections 1471 through 1474 of the Code (or any regulations thereunder or official interpretations thereof) or an intergovernmental agreement between the United States and another jurisdiction facilitating the implementation thereof (or any fiscal or regulatory legislation, rules or practices implementing such an intergovernmental agreement) (any such withholding or deduction, a "FATCA Withholding"). Neither the Issuer nor any other Person person will be required to pay any additional amounts in respect of the Notes for, or on account of, any withholding or deduction required pursuant to FATCA (including pursuant to any agreement described in Section 1471(b) of the Code) or any law implementing an intergovernmental approach to FATCAWithholding. For the purposes of In these Conditions:

Payment without Withholding. All payments in respect of the Notes principal, premium and interest by or on behalf of the Issuer will or any Guarantor in respect of the Notes or the Notes Guarantee shall be made free and clear of, and without withholding or deduction for or on account of for, any present or future taxes, duties, assessments or governmental charges (including related interest or penalties) of whatever nature ("Taxes") imposed, levied, collected, withheld or assessed or levied by or on behalf of within any Relevant Jurisdiction Jurisdiction, unless such withholding or deduction is required by law. In such eventFor the avoidance of doubt, FATCA Withholding is a deduction or withholding which is deemed to be required by law for the purposes of this Condition 9.1. If the Issuer or any Guarantor is required to make a deduction or withholding by or within any Relevant Jurisdiction (other than FATCA Withholding), the Issuer will or Guarantor (as applicable) shall pay such additional amounts as shall be necessary result in order that receipt by the net Noteholders of such amounts as would have been received by the holders of the Notes after them had no such withholding or deduction shall equal the respective amounts which would otherwise have been receivable in respect of the Notesrequired, in the absence of such withholding or deduction; except that no such additional amounts shall be payable in relation to any payment with respect to any Note: (a) presented for payment by or on behalf the Noteholder of a holder who which is liable for Taxes in respect of the such Note by reason of such holder having some present or former connection with any the Relevant Jurisdiction other than the a mere holding of such Notethe Notes; or (b) presented for payment (or in Türkiye; or (crespect of which the Definitive Certificate representing it is presented) presented for payment more than 30 days after the Relevant Date (as defined below) except to the extent that the holder thereof a Noteholder would have been entitled to an additional amount amounts on presenting the same for payment on the last day of such the period of 30 day period days assuming that day to have been a Payment Day (as defined in Condition 7.4). Notwithstanding any other provision of these Conditions, in no event will the Issuer, any Paying Agent or any other Person be required to pay any additional amounts in respect of the Notes for, or on account of, any withholding or deduction required pursuant to FATCA (including pursuant to any agreement described in Section 1471(b) of the Code) or any law implementing an intergovernmental approach to FATCA. For the purposes of these Conditions:Business Day.

Payment without Withholding. All payments in respect of the Notes and Coupons by or on behalf of the Issuer will be made without withholding or deduction for or on account of any present or future taxes, duties, assessments or governmental charges (including related interest or penalties) of whatever nature ("“Taxes"”) imposed, assessed imposed or levied by or on behalf of any Relevant Jurisdiction unless such the withholding or deduction of the Taxes is required by law. In such that event, the Issuer will pay such additional amounts as shall be necessary in order that the net amounts received by the holders of the Notes or Coupons after such withholding or deduction shall equal the respective amounts which would otherwise have been receivable in respect of the NotesNotes or Coupons, as the case may be, in the absence of such the withholding or deduction; except that no such additional amounts shall be payable in relation to any payment with in respect to of any NoteNote or Coupon: (a) presented for payment by if the holder or on behalf of a holder who beneficial owner is liable for Taxes in respect of the Note or Coupon by reason of such holder having some connection with any Relevant Jurisdiction other than the mere holding of such Notethe Note or Coupon; or (b) presented for payment in the Republic of Türkiye; or (c) presented for payment more than 30 days after the Relevant Date (as defined below) except to the extent that a holder or, as the holder thereof case may be, Couponholder would have been entitled to an additional amount amounts on presenting the same for payment on the last day of such the period of 30 day period days assuming that day to have been a Payment Business Day (as defined in Condition 7.47.6). Notwithstanding any other provision of these Conditions, any amounts to be paid on the Notes by or on behalf of the Issuer will be paid net of any deduction or withholding imposed or required pursuant to an agreement described in no event will Section 1471(b) of the IssuerU.S. Internal Revenue Code of 1986, any Paying Agent as amended (the “Code”), or otherwise imposed pursuant to Sections 1471 through 1474 of the Code (or any regulations thereunder or official interpretations thereof) or an intergovernmental agreement between the United States and another jurisdiction facilitating the implementation thereof (or any fiscal or regulatory legislation, rules or practices implementing such an intergovernmental agreement) (any such withholding or deduction, a “FATCA Withholding”). Neither the Issuer nor any other Person person will be required to pay any additional amounts in respect of the Notes for, or on account of, any withholding or deduction required pursuant to FATCA (including pursuant to any agreement described in Section 1471(b) of the Code) or any law implementing an intergovernmental approach to FATCAWithholding. For the purposes of In these Conditions:

Payment without Withholding. All payments in respect of the Notes by or on behalf of the Issuer will shall be made free and clear of, and without withholding or deduction for for, or on account of of, any present or future taxes, duties, levies, assessments or governmental charges (including related interest or and penalties) of whatever nature ("Taxes") imposed, assessed or levied by or on behalf of any Relevant Jurisdiction Jurisdiction, unless such the withholding or deduction of the Taxes is required by law. In such that event, the Issuer will pay such additional amounts as shall may be necessary in order that the net amounts received by the holders of Noteholders after the Notes after such withholding or deduction shall equal the respective amounts which would otherwise have been receivable in respect of the Notes, Notes in the absence of such the withholding or deduction; except that no such additional amounts shall be payable in relation to any payment with in respect to of any Note: (a) presented for payment held by or on behalf of a holder who is liable for such Taxes in respect of the Note by reason of such holder having some connection with any the Relevant Jurisdiction other than the mere holding of such the Note; or (b) in respect of which the Certificate representing it is presented for payment in Türkiyethe Relevant Jurisdiction; or (c) in respect of which the Certificate representing it is presented for payment more than 30 days after the Relevant Date (as defined below) except to the extent that the holder thereof would have been entitled to an such additional amount amounts on presenting the same for payment on the last day of such the period of 30 day period days assuming that day to have been a Payment Business Day (as defined in Condition 7.46). Notwithstanding any other provision of these Conditions, in no event will the Issuer, any Paying Agent or any other Person Issuer be required to pay any additional amounts in respect of the Notes for, or on account of, any withholding or deduction required pursuant to FATCA (including pursuant to any an agreement described in Section 1471(b) of the Code or otherwise imposed pursuant to Section 1471 through 1474 of the Code) , any regulations or agreements thereunder, or any official interpretations thereof, or any law implementing an intergovernmental approach to FATCA. For the purposes of these Conditions:thereto.

Payment without Withholding. All payments of principal and interest in respect of the Notes (including with respect to the Coupons, if any) by (or on behalf of of) the Issuer will shall be made without withholding or deduction for for, or on account of of, any present or future taxes, duties, levies, assessments or governmental charges (including related interest or and penalties) of whatever nature ("“Taxes"”) imposed, assessed or levied by or on behalf of any Relevant Jurisdiction unless such withholding or deduction is required by law. In such event, the Issuer will shall pay such additional amounts (“Additional Amounts”) as shall be necessary in order that the net amounts received by the holders of the Notes or Coupons after such withholding or deduction shall equal the respective amounts which that would otherwise have been receivable in respect of the NotesNotes or Coupons, as the case may be, in the absence of such withholding or deduction; except provided that no such additional amounts Additional Amounts shall be payable in relation to any payment with in respect to of any NoteNote or Coupon: (a) presented for payment by or on behalf of a holder who is liable for Taxes in respect of the Note or Coupon by reason of such holder having some connection with any Relevant Jurisdiction other than the mere holding of such Note; orthe Note or Coupon or the receipt of payment in respect thereof, (b) presented for payment in Türkiye; Turkey, or (c) presented for payment more than 30 days after the Relevant Date (as defined below) except to the extent that a holder of the holder thereof relevant Note or Coupon would have been entitled to an additional amount Additional Amounts on presenting the same for payment on the last day of such 30 day period (assuming that day to have been a Payment Day (as defined in Condition 7.4Business Day). Notwithstanding any other provision of these Conditions, in no event will the Issuer, any Paying Agent or any other Person be required to pay any additional Additional Amounts or other amounts in respect of the Notes (including on Coupons) for, or on account of, any withholding or deduction required pursuant to FATCA (including pursuant to any agreement described in Section 1471(b) of the Code) or any law implementing an intergovernmental approach to FATCA. For the purposes of these Conditions:Withholding Tax.

Payment without Withholding. All payments in respect of the Notes principal, premium and interest by or on behalf of the Issuer will in respect of the Notes shall be made free and clear of, and without withholding or deduction for or on account of for, any present or future taxes, duties, assessments or governmental charges (including related interest or penalties) of whatever nature ("Taxes") imposed, levied, collected, withheld or assessed or levied by or on behalf of within any Relevant Jurisdiction Jurisdiction, unless such withholding or deduction is required by law. In such eventFor the avoidance of doubt, FATCA Withholding is a deduction or withholding which is deemed to be required by law for the purposes of this Condition 8.1. If the Issuer is required to make a deduction or withholding by or within any Relevant Jurisdiction (other than FATCA Withholding), the Issuer will shall pay such additional amounts as shall be necessary result in order that receipt by the net Noteholders of such amounts as would have been received by the holders of the Notes after them had no such withholding or deduction shall equal the respective amounts which would otherwise have been receivable in respect of the Notesrequired, in the absence of such withholding or deduction; except that no such additional amounts shall be payable in relation to any payment with respect to any Note: (a) presented for payment by or on behalf the Noteholder of a holder who which is liable for Taxes in respect of the such Note by reason of such holder having some present or former connection with any the Relevant Jurisdiction other than the a mere holding of such Notethe Notes; or (b) presented for payment (or in Türkiye; or (crespect of which the Definitive Certificate representing it is presented) presented for payment more than 30 days after the Relevant Date (as defined below) except to the extent that the holder thereof a Noteholder would have been entitled to an additional amount amounts on presenting the same for payment on the last day of such the period of 30 day period days assuming that day to have been a Payment Day (as defined in Condition 7.4). Notwithstanding any other provision of these Conditions, in no event will the Issuer, any Paying Agent or any other Person be required to pay any additional amounts in respect of the Notes for, or on account of, any withholding or deduction required pursuant to FATCA (including pursuant to any agreement described in Section 1471(b) of the Code) or any law implementing an intergovernmental approach to FATCA. For the purposes of these Conditions:Business Day.

Payment without Withholding. All payments in respect of the Notes by or on behalf of the Issuer will or the Guarantor shall be made without withholding or deduction for for, or on account of of, any present or future taxes, duties, assessments or governmental charges (including related interest or penalties) of whatever nature ("“Taxes"”) imposed, assessed imposed or levied by or on behalf of any of the Relevant Jurisdiction Jurisdiction, unless such the withholding or deduction of the Taxes is required by law. In such that event, the Issuer or, as the case may be, the Guarantor will pay such additional amounts as shall may be necessary in order that the net amounts received by the holders of Noteholders and Couponholders after the Notes after such withholding or deduction shall equal the respective amounts which would otherwise have been receivable in respect of the NotesNotes or, as the case may be, Coupons in the absence of such the withholding or deduction; except that no such additional amounts shall be payable in relation to any payment with in respect to of any NoteNote or Coupon: (a) the holder of which is liable for Taxes in respect of such Note or Coupon by reason of having some connection with the Relevant Jurisdiction other than a mere holding of the Note or Coupon; or (b) presented for payment in the United States; or (c) presented for payment by or on behalf of a holder who is liable for Taxes in respect would have been able to avoid such withholding or deduction by satisfying any statutory or procedural requirements (including, without limitation, the provision of the Note by reason of such holder having some connection with any Relevant Jurisdiction other than the mere holding of such Noteinformation or a Internal Revenue Service Form W-8 or Form W-9 (or a successor form)); or (bd) presented for payment by or on behalf of a holder who would have been able to avoid such withholding or deduction by presenting the relevant Note or Coupon to another Paying Agent in Türkiyea Member State of the European Union; or (ce) presented for payment more than 30 days after the Relevant Date (as defined below) except to the extent that the a holder thereof would have been entitled to an additional amount amounts on presenting the same for payment on the last day of such the period of 30 day period days assuming that day to have been a Payment Day Presentation Date (as defined in Condition 7.46 (Payments). Notwithstanding any other provision of these Conditions, in no event will the Issuer, any Paying Agent or any other Person be required to pay any additional amounts in respect of the Notes for, or on account of, any withholding or deduction required pursuant to FATCA (including pursuant to any agreement described in Section 1471(b) of the Code) or any law implementing an intergovernmental approach to FATCA. For the purposes of these Conditions:).

Payment without Withholding. All payments in respect of principal and interest on the Notes (including with respect to the Coupons, if any) by (or on behalf of of) the Issuer will shall be made without withholding or deduction for for, or on account of of, any present or future taxes, duties, levies, assessments or governmental charges (including related interest or penalties) of whatever nature ("“Taxes"”) imposed, assessed or levied by (or on behalf of of) any Relevant Jurisdiction unless such withholding or deduction is required by law. In such event, the Issuer will shall pay such additional amounts (“Additional Amounts”) as shall be necessary in order that the net amounts received by the holders of the Notes or Coupons after such withholding or deduction shall equal the respective amounts which that would otherwise have been receivable in on the Notes (including with respect of to the NotesCoupons, if any) in the absence of such withholding or deduction; except provided that no such additional amounts Additional Amounts shall be payable in relation to any payment with respect to on any NoteNote or Coupon: (a) presented for payment by if the holder or on behalf of a holder who beneficial owner is liable for Taxes in respect of the Note or Coupon by reason of such holder having some connection with any Relevant Jurisdiction other than the mere holding of such Note; orthe Note or Coupon or the receipt of payment in respect thereof, (b) presented for payment in Türkiye; , or (c) presented for payment more than 30 days after the Relevant Date (as defined below) except to the extent that a holder of the holder thereof relevant Note or Coupon would have been entitled to an additional amount Additional Amounts on presenting the same for payment on the last day of such 30 day period (assuming that day to have been a Payment Day (as defined in Condition 7.4Business Day). Notwithstanding any other provision of these Conditions, in no event will any amounts to be paid on the Issuer, any Paying Agent Notes by or any other Person be required to pay any additional amounts in respect on behalf of the Notes for, Issuer will be paid net of any deduction or on account of, any withholding imposed or deduction required pursuant to FATCA (including pursuant to any an agreement described in Section 1471(b) of the U.S. Internal Revenue Code of 1986, as amended (the “Code”), or otherwise imposed pursuant to Sections 1471 through 1474 of the Code (or any regulations thereunder or official interpretations thereof) or any law implementing an intergovernmental approach agreement between the United States and another jurisdiction facilitating the implementation thereof (or any fiscal or regulatory legislation, rules or practices implementing such an intergovernmental agreement) (any such withholding or deduction, a “FATCA Withholding Tax”). Neither the Issuer nor any other Person will be required to FATCA. For the purposes pay any Additional Amounts or other amounts in respect of these Conditions:any FATCA Withholding Tax.