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discontinue this market-making at any time. If an active public market does not develop, the market price and<br />
liquidity of the notes may be adversely affected. We will apply for the notes to be admitted to the Official List<br />
of the London Stock Exchange, but the liquidity of the market achieved through this listing may be limited.<br />
There Will Be No Public Market in the United States for the Notes<br />
The notes that we are offering are being sold pursuant to certain exemptions from registration under the<br />
Securities Act and will not be publicly offered. Therefore, there will be no public market in the United States<br />
for the notes.<br />
There Is a Limit to the Payments That Can Be Made in Case of a Liquidation<br />
If we go into liquidation in England after the issuance of these notes, the claim of a noteholder for<br />
amounts owing under the notes may be limited to the issue price of the notes. Any cash interest accruing<br />
under the notes for any period after we go into liquidation would not be recoverable by noteholders in a<br />
liquidation. However, U.K. insolvency law provides for any surplus remaining after payment of all other debts<br />
provided in a liquidation to be available for paying interest accrued on debts in respect of any period after the<br />
start of the liquidation.<br />
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