THIS GUARANTEE is entered into on 22 November 2024 for the benefits of the parties to the Shareholders' Agreement (as defined in clause 1 below) for the time being (save for the Party referred to in clause 1 below) (the "Other Shareholders") and  (the Company).

From: PARTY_1_NAME whose registered office is at PARTY_1_ADDRESS_SINGLE_LINE (the Guarantor)

1. We refer to a Shareholders' Agreement (such Agreement and any present or future Schedules, Exhibits, attachments and amendments to it being referred to in this Guarantee as the Agreement) dated DATE (a copy of which the Guarantor acknowledges having received) proposed to be made between the Other Shareholders and PARTY (the Party). Words and expressions defined in the Agreement shall bear the same meaning when used in this Guarantee.

2. In consideration of the Other Shareholders entering into the Agreement the Guarantor (as principal obligor and not merely as a surety) unconditionally and irrevocably as a continuing obligation:

(a) guarantees the proper and punctual performance by the Party (while the Party is a Shareholder) of all of its obligations, commitments and undertakings under or pursuant to the Agreement; and

(b) undertakes to hold the Company and (in respect of any breach of any undertaking given expressly in favour of the Other Shareholders) the Other Shareholders fully and completely indemnified against any loss, damages, costs and expenses occasioned by any failure of the Party or the Guarantor to perform any of the obligations referred to in paragraph (a) above.

3. If and each time that the Party fails for any reason whatsoever to perform or observe any of the obligations, commitments or undertakings referred to in clause 2, the Guarantor shall forthwith upon demand unconditionally perform (or procure the performance or observance of) and satisfy (or procure the satisfaction of) the obligation, commitment or undertaking in respect of which such failure has occurred in the manner prescribed in the Agreement and so that the same benefits shall be received by, or conferred on, the Company and/or the Other Shareholders as it or they would have had if such obligation, commitment or undertaking had been duly performed, observed and satisfied by the Party.

4. The Guarantor's liability under this Guarantee shall remain in force notwithstanding any act, omission, neglect, event or matter whatsoever (whether or not known to the Party, the Company, the Other Shareholders or the Guarantor). Nothing shall impair or discharge the Guarantor's liability or obligations under this Guarantee and this shall apply, without limitation, in relation to:

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