EFTA Document EFTA01450116

DRAFT Fax No.: I Client points out that if 13B is only accepting lax, Party Email: • • • C. • (b) Process Agent. For the purpose of Section 13(e) of this Agreement: ftwarmad: Wight Party A appoints as its Process Agent: blot applicableJclient counsel wants a local, NY agent) A Party B appoints as Process Agent: As specified in Appendix I (e) Offices. The provisions of Section 10(a) will apply to this Agreement. (d) Multibranch Party. For the purpose of Section 10(b) of this Agreement: Party A is a Multibranch Party and may act through the following (Vices: Its New York, London. Tokyo, Paris, Singapore. Brussels. Sydney. Amsterdam, Vienna. Canada (Toronto), New Zealand (Auckland), and Zurich Branches, and its Frankfurt Head thrice. (c) Party B is not a Multibranch Party. Cdculafion Agent The Calculation Agent shall be Party A. (() Credit Support Document. Details of any Credit Support Document: (i)----ThwOrsiranty-wIltlio-ktrodit-Support-Providtreilatortos-oftho-dato-horoof-in-fogef-of Refty—A—aftd—in—tho—feFin—appended—liefoio-5434—oensitt rectit—Suppert De-mum" in relati^n to all oldie oNigatitrn- of Party " Fir .31-p—re -f AttfaHltrilit, INo personal guarantee. Write language as stand alone entities' Jim ISDA Credit Support Annex and supplementary "Paragraph 13 - Elections & 77 { Formatted: *thin Variables" in the form appended hereto shall constitute a "Credit Support Document" in relation to each party, respectively. with respect to all of the obligations of the parties and for all purposes of this Agreement. 'See changes on CSAI (g) Credit Support Provider. klliro,4optein-shell-be-a-Grodit-Sepport-Prowider-with respect to Party B for all purposes hereof. !Stand alone Inc and I.I.C1 (h) Governing Law. This Agreement shall be governed by, and construed and enforced in accordance with, the laws of the State of New York (without reference to its choice of law doctrine). (i) Multiple Transaction Payment Netting. Multiple Transaction Payment Netting will apply separately as agreed in writing from time to time. (j) Absence of Litigation. For the purpose of Section 3(c): "Specified Entity" means in relation to Party A, Party A's Affiliates. "Specified Entity" means in relation to Party B, Raity-Ws-Aff+Iiiitosr (k) No Agency. The provisions of Section 3(g) will apply to this Agreement. 37 CMaid 1 CONFIDENTIAL — PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0105640 CONFIDENTIAL SONY GM_00251824 EFTA01450116