The Guarantor represents and warrants to each Finance Party, on each day that its obligations under this Guarantee continue, in the terms set out in clauses 5.1 (Status) to 5.13 (No misleading information) below.

5.1 Status

It has the power to own its assets and carry on its operations and activities as they are being conducted.

5.2 Binding obligations

5.3 Power and capacity

5.4 Authorisation

All acts, conditions and things required to be done, fulfilled and performed in order:

have been obtained, effected, done, fulfilled or performed and are in full force and effect or, in respect of the Enactment, will be obtained, effected, done, fulfilled or performed and in full force and effect as a condition precedent to the first Utilisation under the Facility Agreement.

5.5 Consents

Subject to the Enactment, all consents and filings required by it for the conduct of its business as presently conducted and in connection with the entry into, performance, validity, enforceability and admissibility in evidence of this Guarantee have been unconditionally obtained and are in full force and effect.

5.6 No contravention

Neither the entry into of this Guarantee by the Guarantor nor the performance of any of its obligations under it do now or will:

5.7 Pari passu ranking

Its payment obligations under this Guarantee rank at least pari passu with the claims of all its other unsecured and unsubordinated creditors in respect of External Indebtedness, save for such obligations as may be preferred by provisions of law that are of mandatory application.

5.8 Choice of law

In any proceedings taken in the Republic of Serbia in relation to this Guarantee, the choice of English law as the governing law of this Guarantee and any judgment or arbitral award obtained in England will be recognised and enforced.

5.9 Private and commercial acts

the assets listed in paragraph (i) to paragraph (ix) above (inclusive)

being the "Excluded Assets".

5.10 No filing

Under the laws of the Republic of Serbia it is not necessary that this Guarantee be filed, recorded or enrolled with any court or other authority in such jurisdiction, other than the inscription of the relevant data on or in relation to the Guarantee in the public debt records kept by the Ministry of Finance of the Republic of Serbia and the monitoring thereof, in accordance with the Public Debt Act (Zakon o javnom dugu, Official Gazette of the Republic of Serbia nos. 61/2005, 107/2009, 78/2011, 68/2015, 95/2018, 91/2019 and 149/2020, as amended) ("Public Debt Act"), nor is it necessary for any stamp, registration, notarial or other Taxes or fees to be paid on or in relation to this Guarantee.

5.11 Tax Deduction

It is not required to make any deduction for or on account of Tax from any payment it may make under this Guarantee.

5.12 Litigation

No dispute, litigation, arbitration or administrative proceeding is current or pending or, so far as it is aware, threatened against the Guarantor which might by itself or together with other disputes or proceedings have a material adverse effect on the business, assets or financial condition of the Guarantor.

5.13 No misleading information

All material information provided to a Finance Party by or on behalf of the Guarantor in connection with the Guarantee is accurate in all material respects and not misleading in any material respect.

5.14 Anti-bribery and Corruption

Neither it, its departments, ministries, agencies or ministers, nor any entity controlled by it, nor, to its actual knowledge, any associated person or party acting on behalf of the Guarantor has in any material respects violated, or is in any material respects in violation of, in the context of the project of which the Commercial Contract forms part, any applicable Anti-Bribery and Corruption Laws.

Neither it, its departments, ministries, agencies or ministers, nor any entity controlled by it, nor, to its actual knowledge, any associated person or party acting on its behalf is a party to or has received written notice of any claim, action, suit, investigation, proceeding or other written enquiry, commenced or threatened against it by any governmental or regulatory entity with regard to any actual or alleged breach of any Anti-Bribery and Corruption Laws in the context of the project of which the Commercial Contract forms part.

It has instituted, maintains, and enforces and will maintain and enforce policies and procedures designed to ensure compliance by itself, its departments, ministries and agencies with, in the context of the project of which the Commercial Contract forms part, all Anti-Bribery and Corruption Laws.

5.15 Anti-money laundering

Neither it, its departments, ministries, agencies or ministers, nor any entity controlled by it, nor, to its actual knowledge, any associated person or party acting on its behalf is a party to or has engaged in any activity, in the context of the project of which the Commercial Contract forms part, which would breach any applicable Anti-Money Laundering Laws.

Neither it, its departments, ministries, agencies or ministers, nor any entity controlled by it, nor, to its actual knowledge, any associated person or party acting on its behalf is a party to or has received written notice of any claim, action, suit, investigation, proceeding or other written enquiry, commenced or threatened against it by any governmental or regulatory entity with regard to any actual or alleged breach of any Anti-Money Laundering Laws in the context of the project of which the Commercial Contract forms part.

It has instituted, maintains, and enforces and will maintain and enforce policies and procedures designed to ensure compliance by itself, its departments, ministries and agencies with, in the context of the project of which the Commercial Contract forms part, all Anti-Money Laundering Laws.

5.16 Sanctions

Neither it, its departments, ministries, agencies or ministers, nor any entity controlled by it, nor, to its actual knowledge, any associated person or party acting on its behalf, in the context of the project of which the Commercial Contract forms part and/or the transactions contemplated by the Facility Agreement and this Guarantee, is a person that is a Sanction Target.

It, its departments, ministries, agencies or ministers, nor any entity controlled by it, nor, to its actual knowledge, any associated person or party acting on its behalf, do not have or intend to have, in the context of the project of which the Commercial Contract forms part and/or the transactions contemplated by the Facility Agreement and this Guarantee, business operations or other dealings:

It has instituted, maintains, and enforces and will maintain and enforce policies and procedures designed to prevent Sanctions violations, in the context of the project of which the Commercial Contract forms part and/or the transactions contemplated by the Facility Agreement and this Guarantee, by it, its departments, ministries and agencies.

Neither it nor its departments, ministries, agencies or ministers, nor any entity controlled by it, nor, to its actual knowledge, any associated person or party acting on its behalf, in the context of the project of which the Commercial Contract forms part and/or the transactions contemplated by the Facility Agreement and this Guarantee, know or have reason to believe that any of them are or may become subject of Sanctions-related investigations or juridical proceedings.

No Sanction Target is involved, directly or indirectly, in the context of the project of which the Commercial Contract forms part and/or the transactions contemplated by the Facility Agreement and this Guarantee in any manner whatsoever or will be involved during the life of the Commercial Contract, the Facility Agreement and this Guarantee.