EFTA01450066.pdf

be made by it to the other party under this Agreement. In making this representation, it may rely on (i) the accuracy of any representations nide by the other party pursuant to Section 3(i) of this Agreement. (ii) the satisfaction of the agreement contained in Section 4(a)(i) or 4(aXiii) of this Agreement and the accuracy and effectiveness of any document provided by the other party pursuant to Section 4(a)(i) or 4(aXiii) of this Agreement and (iii) the satisfaction of the agreement of the other party contained in Section 4(d) of this Agreement. except that it will not be a breach of this representation where reliance is placed on clause (ii) above and the other party does not deliver a form or document under Section 4(aXiii) by reason of material prejudice to its legal or commercial position]. [1(ii)1 [Party A] [and] [Party B] [each] make's] the following representation[1:— II. (b) Payee Representations For the purpose of Section 3(f) of this Agreement]. Party A and Party B do not make any representations.11:— [1(i)] [Party Al [and] [Party B] [each] makers] the following representation:— It is fully eligible for the benefits of the "Business Profits" or Industrial and Commercial Profits" provision. as the case may be. the "interest- provision or the "Other Income" provision. if any. of the Specified Treaty with respect to any payment described in such provisions and received or to be received by it in connection with this Agreement and no such payment is attributable to a trade or business carried on by it through a permanent establishment in the Specified Jurisdiction. "Specified Treaty" means with respect to Party A "Specified Jurisdiction" means with respect to Party A "Specified Treaty" means with respect to Party B "Specified Jurisdiction" means with respect to Party B I. Wily] (Party Al [and] [Party B1 leach' make[s] the following representation:— Each payment received or to be received by it in connection with this Agreement will be effectively connected with its conduct of a trade or business in the Specified Jurisdiction. "Specified Jurisdiction" means with respect to Party A "Specified Jurisdiction" means with respect to Party B Wiii)[ [Party Al NMI [Pam BI [each] make's] the following representation:— It is a "U.S. person" (as that term is used in section 1.1441-4(a)(3Xii) of United States Treasury Regulations) for United States federal income tax purposes]. • back as applicablc. 31 ISDA* 2002 CONFIDENTIAL — PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0105582 CONFIDENTIAL SONY GM_00251786 EFTA01450066