THIS GUARANTEE is entered into on 25 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 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. No payment shall be made by the Guarantor under this Guarantee in respect of any debt or claim to any person having the benefit of this Guarantee pursuant to Clause 2 unless a demand has been made by the relevant shareholder on the Guarantor for payment of such debt or claim in accordance with Clause 6 and the Guarantor has received a statement given by or on behalf of the Company confirming that such debt or claim is properly due and payable under the terms of this Guarantee.

4. If at any time any one or more of the provisions of this Guarantee becomes invalid, illegal or unenforceable in any respect under any law, the validity, legality and enforceability of the remaining provisions of it shall not in any way be affected or impaired thereby.

5. The Guarantor's aggregate maximum liability under this Guarantee shall not exceed CURRENCY MAXIMUM.

6.1 Any notice to be given by one party to the other under, or in connection with, this Guarantee shall be in writing and signed by or on behalf of the party giving it. It shall be served by sending it by email to the address set out in clause 6.2, or delivering it by hand, or sending it by pre-paid recorded delivery, special delivery or registered post, to the address set out in clause 6.2 and in each case marked for the attention of the relevant party (or as otherwise notified from time to time in accordance with the provisions of this clause 6). Any notice so served by hand, e-mail, fax or post shall be deemed to have been duly given:

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