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Climate Contract Playbook Edition 3

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Green Loan Principles means the high-level framework of market standards and guidelines, published by the Loan Market Association together with the Asia Pacific Loan Market Association (APLMA) and the Loan Syndications and Trading Association (LSTA) (and with the support of International Capital Market Association), providing a consistent methodology for use across the green loan market. The Green Loan Principles are available at: https://www.lma.eu.com/application/files/9115/4452/5458/741_ LM_Green_Loan_Principles_Booklet_V8.pdf Green Project Costs means all fees, costs and expenses, stamp, registration and other Taxes incurred by the Borrower or any other member of the Group in connection with the Eligible Green Project. Second Party Opinion means the opinion issued by the External Reviewer or such other party that is acceptable to the Arrangers and Borrower, addressed to the Arrangers and the Agent, in form and substance satisfactory to the Agent (acting on the instructions of all of the Lenders), confirming the conformity of the Green Loan Framework to the Green Loan Principles.

PRINCIPLE ONE: USE OF PROCEEDS 1.1

Typical Clause to Review: Purpose (Clause 3 of the LMA Form)

3.

Purpose

3.1

Purpose The Borrower shall apply all amounts borrowed by it under the Green Facility towards: (a) The financing of the Eligible Green Project in accordance with the Green Loan Framework; and (b) payment of the Green Project Costs (other than periodic fees) [as described in the Funds Flow Statement].

PRINCIPLE TWO: PROJECT EVALUATIONAND SELECTION 1.2 Typical Clauses to Review: Conditions to Utilisation (Clause 4 of the LMA Form), Part IB of Schedule 2 (Conditions Precedent) of the LMA Form and/or Conditions Subsequent (Clause 28.41 of the LMA Form) 3. Finance Documents (a) The Green Loan Framework executed by the Parent and any other member of the Group party thereto. 7. Other Documents and Evidence (b) A certificate of the Parent (signed by a director) detailing the estimated Green Project Costs and certifying that the Green Project Costs have been applied or will[, simultaneously with the first utilisation under this Agreement] be applied for the same purposes as the proceeds of the Green Facility. (c) A copy of the Borrower’s and/or the Group’s environmental sustainability strategy materials (to the extent not already included in the Green Loan Framework). (d) [A Second Party Opinion]. (e) [The Certification].

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