THIS GUARANTEE is entered into on 22 December 2024

Between

(1) PARTY_1_NAME whose registered office is at PARTY_1_ADDRESS_SINGLE_LINE (the Guarantor)

(2) PARTY_2_NAME whose registered office is at PARTY_1_ADDRESS_SINGLE_LINE (the Consenting Party)

Whereas

(A) The Guarantor proposes to PROPOSAL (the Proposal).

(B) With a view to obtaining the consent of the Consenting Party in relation to the Proposal (the Consent), the Guarantor has agreed at the request of the Consenting Party to give a guarantee in respect of the obligations and liabilities of COMPANY (the Company) as are set out in the Schedule to this Guarantee (together the Relevant Liabilities).

It is agreed as follows:

1. Interpretation

Definitions

1.1 In this Guarantee, and in the Recitals and Schedules hereto, the following terms shall (unless the context requires otherwise) have the following respective meanings:

Business Day means a day on which banks are open in JURISDICTION_COUNTRY for the transaction of business (excluding Saturday);

Clauses and Schedules

1.2 Except where the context requires otherwise, references to Clauses or Schedules are to clauses of or schedules to this Guarantee and references to sub-clauses are to sub-clauses of the clause in which the reference appears.

Headings

1.3 Headings are inserted for convenience only and shall not affect the construction of this Guarantee or the Schedules hereto.

2. Guarantee

........................................