Extract to table

(b) The Issuer is entitled to apply for, and based on current administrative practice is expected to receive, an undertaking from the Governor in Cabinet of the Cayman Islands pursuant to the Tax Concessions Act (As Revised) of the Cayman Islands (the "Tax Concessions Act") to the effect that, for a period of twenty (20) years from the date of such undertaking, no law enacted in the Cayman Islands imposing any tax to be levied on profits, income, gains, or appreciations shall apply to the Issuer or its operations, and no such tax or any tax in the nature of estate duty or inheritance tax shall be payable on or in respect of the shares, debentures, or other obligations (including the Notes) of the Issuer

Notwithstanding the foregoing, this opinion may be disclosed to, and relied upon by, subsequent holders and beneficial owners of the Notes to the extent required or permitted under the terms of the Indenture and the Note Purchase Agreement, provided that any such disclosure and reliance shall be subject in all respects to the assumptions, qualifications, reservations, and limitations set forth herein

This opinion is governed by and shall be construed in accordance with the laws of the Cayman Islands