Common use of WRITTEN CONFIRMATIONS Clause in Contracts

WRITTEN CONFIRMATIONS. 18.1 The Parties intend that they are legally bound by the terms of each Transaction from the moment they agree to those terms (whether orally or otherwise). A Confirmation may be generated electronically by an electronic confirmation matching service or be executed and delivered in counterparts (including by facsimile transmission or by other means agreed between the Parties), which in each case will be sufficient for all purposes to evidence a binding supplement to this Agreement. 18.2 Absent the availability of an electronic confirmation matching service, Seller shall confirm a Transaction by forwarding a written Confirmation to Buyer (via facsimile or other means agreed between the Parties) within five (5) New York Banking Days after the Trade Date. If Buyer objects to any term(s) of such written Confirmation, it shall notify Seller in writing of such objection within five (5) New York Banking Days of Buyer’s receipt thereof, failing which Buyer shall be deemed to have accepted such terms. (a) If Seller fails to send a written Confirmation within five (5) New York Banking Days after the Trade Date, a written Confirmation may be forwarded by Buyer to Seller. If Seller objects to any term(s) of such written Confirmation, it shall notify Buyer of such objection within five (5) New York Banking Days of Seller’s receipt thereof, failing which Seller shall be deemed to have accepted such terms. (b) If each of the Parties sends a written Confirmation and neither Party objects to the other Party’s written Confirmation within five (5) New York Banking Days of receipt of such written Confirmation, Seller’s written Confirmation shall be deemed to be accepted and shall be the controlling written Confirmation, unless (i) Seller’s written Confirmation was sent more than five (5) New York Banking Days after the Trade Date and

WRITTEN CONFIRMATIONS. 18.1 The Parties intend that they are legally bound by the terms of each Transaction from the moment they agree to those terms (whether orally or otherwise). A Confirmation may be generated electronically by an electronic confirmation matching service or be executed and delivered in counterparts (including by facsimile transmission or by other means agreed between the Parties), which in each case will be sufficient for all purposes to evidence a binding supplement to this Agreement. 18.2 Absent the availability of an electronic confirmation matching service, Seller shall confirm a Transaction by forwarding a written Confirmation to Buyer (via facsimile or other means agreed between the Parties) within five (5) New York Banking Days after the Trade Date. If Buyer objects to any term(s) of such written Confirmation, it shall notify Seller in writing of such objection within five (5) New York Banking Days of Buyer’s receipt thereof, failing which Buyer shall be deemed to have accepted such terms. (a) If Seller fails to send a written Confirmation within five (5) New York Banking Days after the Trade Date, a written Confirmation may be forwarded by Buyer to Seller. If Seller objects to any term(s) of such written Confirmation, it shall notify Buyer of such objection within five (5) New York Banking Days of Seller’s receipt thereof, failing which Seller shall be deemed to have accepted such terms. (b) If each of the Parties sends a written Confirmation and neither Party objects to the other Party’s written Confirmation within five (5) New York Banking Days of receipt of such written Confirmation, Seller’s written Confirmation shall be deemed to be accepted and shall be the controlling written Confirmation, unless (i) Seller’s written Confirmation was sent more than five (5) New York Banking Days after the Trade Date andand (ii) Buyer’s written Confirmation was sent prior to Seller’s written Confirmation, in which case Buyer’s written Confirmation shall be deemed to be accepted and shall be the controlling written Confirmation. Failure by either Party to send or return an executed, written Confirmation or any objection by either Party shall not invalidate the Transaction agreed to by the Parties. 18.3 The sample Confirmation in Annex I includes a number of fields (indicated by “***”) for trade details of each Transaction. Any other stipulation set out in the Confirmation shall be deemed to be a “Special Condition”. Such Special Conditions shall not be deemed to be accepted pursuant to this Section 18 unless the other Party specifically agrees to such terms in writing, signed by it as contemplated by Section 16.1.