9. pants

Payment of EIF Direct

Costs

The EIF Direct Costs for any given

calendar year shall be payable to EIF in the form of an EIF

Direct Costs Advance and an EIF Direct Costs Balance Payment, as

set out in this Clause 19.

(a) EIF Direct Costs Advance

The EIF Direct Costs Advance shall

be payable in the manner set out in the table below:

Table

-Costs Advance payment structure

First quarterly advance

(Q1)

Debit the EIF Direct Costs

Bank Account of a quarter of the EIF Direct Costs Advance

and credit such amount in favour of EIF, due 1st

January

Second quarterly advance

(Q2)

Debit the EIF Direct Costs

Bank Account of a quarter of the EIF Direct Costs Advance

and credit such amount in favour of EIF, due 1st May

Third quarterly advance

(Q3)

Debit the EIF Direct Costs

Bank Account of a quarter of the EIF Direct Costs Advance

and credit such amount in favour of EIF, due 1st July

Fourth quarterly advance

(Q4)

Debit the EIF Direct Costs

Bank Account of a quarter of the EIF Direct Costs Advance

and credit such amount in favour of EIF, due 1st

October

Each payment mentioned in the table above will be due

the day indicated in the table above. Should that day not be a

Business Day, the payment shall be due on the first successive

Business Day.

Should the Funding Agreement be

signed in the course of a calendar quarter, the first quarterly

instalment of the EIF Direct Costs Advance shall be payable pro

rata on the number of days from the date of the execution of the

Funding Agreement until the end of the relevant quarter (basis :

1 quarter = 90 days).

(b) EIF Direct Costs Balance

Payment

After the end of any relevant

calendar year, EIF shall calculate the EIF Direct Costs actually

incurred during the relevant calendar year and shall calculate

the amount of the EIF Direct Costs Balance Payment as

follows:

EIF Direct Costs Balance

Payment

actual EIF Direct Costs- EIF

Direct Costs Advance

The annual calculation shall be

made within the relevant Costs Payment Statement as provided in

accordance with Clause 11 below.

The payment of the EIF Direct

Costs Balance Payment for any given calendar year shall be due on

the 1st of May of the relevant calendar year or, should that day

not be a Business Day, on the first successive Business Day. At

that time, as the case may be:

(i) should the actual EIF Direct

Costs exceed the EIF Direct Costs Advance, EIF shall be entitled

to debit the EIF Direct Costs Bank Account for the amount of the

EIF Direct Costs Balance Payment prescribed in the Costs Payment

Statement and to credit this amount in favour of EIF, or

(ii) should the EIF Direct Costs

Advance exceed the actual EIF Direct Costs, EIF shall be obliged

to set-off the amount of the EIF Direct Costs Balance Payment

against the quarterly amount of EIF Direct Costs Advance due on

that date. Should the amount of the relevant quarterly instalment

of EIF Direct Costs Advance be not sufficient for the purposes of

the offset provided for above, EIF shall pay the difference into

the EIF Direct Costs Bank Account on the same date.

The Parties agree that, in both

cases provided for under (i) and (ii) above, no interest shall be

due in relation to the EIF Direct Costs Balance Payment from time

to time due to either Party.