ARTICLE 5 GENERAL OBLIGATIONS 1. SADC Member States agree that in the event that the GoB's obligation to make payment on behalf of SADC of any amounts due to the Private Party under the PPP Agreement is triggered during the course of the PPP Agreement, and the GoB does in fact make such payment, the following principles shall be applied in determining the consequences thereof for the Member States and the respective liabilities of the Member States other than the Republic of Botswana, unless the Member States agree, as and when a trigger event occurs, on an alternative mechanism for determining the consequences of a payment by the GoB as contemplated in this MoU and their respective liabilities arising therefrom: (a) (b) 2. if the GoB makes payment of the monthly unitary charge on behalf of SADC and the PPP Agreement continues to operate as if SADC itself had paid such monthly unitary charge, then: (i) SADC Member States shall each be liable in proportion to their annual contribution obligation vis-a-vis SADC for that proportion of the moneys paid by the GoB on behalf of SADC, and SADC shall in turn be liable to effect repayment to the GoB for the amount paid by the GoB on its behalf; and (ii) in the event of SADC failing to effect payment of any amount due by it to the GoB in terms of Article 5 (1) (a) (i) above, then such amount shall be regarded as a loan granted by the GoB to SADC which shall be repayable by SADC as a first call on any membership contribution received by SADC from any other Member State; in the event of termination of the PPP Agreement and the GoB is called upon to discharge its obligations under the PPP Agreement and one or more of the other SADC Member States fails, neglects or otherwise refuses to provide its portion of the contribution required to keep the GoB reimbursed following the discharge of its obligations under the PPP Agreement, and provided further that the Parties are unable to reach agreement regarding the continued operation of the Lease Agreement entered into between SADC and the GoB on terms mutually accepted to the Parties, the GoB may terminate the Lease Agreement on no less than Ninety (90) days prior to written notice to SADC. SADC Member States undertake to notify the GoB immediately should any event occur during the course of the PPP Agreement that SADC reasonably believes may lead to the GoB's obligations under the PPP Agreement, as contemplated in this MoU and as finally determined in the PPP Agreement itself, being triggered. 6

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