JPMorgan - KASE

will also (i) make such withholding or deduction and (ii) remit the full amount deducted or
withheld to the relevant authority in accordance with applicable law, and, in any such case, the
Issuer will, upon written request of a Holder, furnish to each such Holder on whose behalf an
amount was so remitted, within 30 days after the later of the date of receipt of such written
request and the date on which the payment of any Dutch Taxes, Canadian Taxes, Kazakhstani
Taxes or Other Taxes is due pursuant to applicable law, certified copies of tax receipts evidencing
such payment by the Company or the Guarantors, as applicable. The Issuer will, upon written
request of each Holder (other than an Excluded Holder), reimburse each such Holder for the
amount of (i) any Dutch Taxes, Canadian Taxes, Kazakhstani Taxes or Other Taxes so levied or
imposed and paid by such Holder as a result of payments made under or with respect to any
Notes, and (ii) any Dutch Taxes, Canadian Taxes, Kazakhstani Taxes or Other Taxes so levied or
imposed with respect to any reimbursement under the foregoing clause (i) so that the net
amount received by such Holder (net of payments made under or with respect to such Notes or
the applicable Guarantees) after such reimbursement will not be less than the net amount the
Holder would have received if Dutch Taxes, Canadian Taxes, Kazakhstani Taxes or Other Taxes on
such reimbursement had not been imposed. Notwithstanding the foregoing, the Issuer and the
Guarantors will not be obligated to pay Additional Amounts in the event that (i) Dutch Taxes,
Canadian Taxes, Kazakhstani Taxes or Other Taxes are imposed on a payment to an individual
and are required to be made pursuant to any European Union Directive on the taxation of
savings implementing the conclusions of the ECOFIN Council meeting of November 26-27, 2000 or
any law implementing or complying with, or introduced in order to conform to, such Directive or
(ii) the Notes are presented for payment by or on behalf of a Holder who would have been able
to avoid such Dutch Taxes, Canadian Taxes, Kazakhstani Taxes or Other Taxes by presenting the
relevant Notes to another Paying Agent in a Member State of the EU.
At least 30 calendar days prior to each date on which any payment under or with respect to the
Notes is due and payable, if the Issuer or the Guarantors, as applicable, will be obligated to pay
Additional Amounts with respect to such payment, the Issuer or the Guarantors, as applicable,
will deliver to the Trustee an Officer’s Certificate stating the fact that such Additional Amounts
will be payable and the amounts so payable and will set forth such other information necessary
to enable the Trustee to pay such Additional Amounts to Holders on the payment date.
If any Holder or beneficial owner of any note receives a credit against or a refund of the Dutch
Taxes, Canadian Taxes, Kazakhstani Taxes or Other Taxes after the Issuer or any Guarantor, as
applicable, has paid any Additional Amounts, the Issuer or any Guarantor, as applicable, shall be
reimbursed for the amount of any such refund or credit by means of offsets against any
additional payments owing under the Notes to such Holder or beneficial owner.
At the date of this Offering Memorandum, no Dutch Taxes, Canadian Taxes or Other Taxes are
imposed on Holders other than Excluded Holders, and therefore no Additional Amounts would
be payable in respect of such taxes, in respect of any sum payable by the Issuer as principal of, or
premium or interest on the Notes. In respect of any sum payable by each of HKM and HOP in its
capacity as Guarantor, however, Kazakhstani Taxes may be imposed on Holders and therefore
Additional Amounts would be payable in respect of such taxes.
In addition, the Issuer or the Guarantors will pay any stamp, issue, registration, documentary or
other similar taxes and duties, including interest and penalties thereon, if any, in respect of the
creation and issue of the Notes payable in the Netherlands, Canada, the United States,
Kazakhstan or any political subdivision thereof or taxing authority of or in the foregoing. The
Issuer and the Guarantors, as applicable, will also pay and indemnify the Trustee and the Holders
of the Notes from and against all court fees and taxes or other taxes and duties, including
interest and penalties, paid by any of them in any jurisdiction in connection with any action
permitted to be taken by the Holders to enforce the Obligations of the Issuer or the Guarantors
under the Notes, the Indenture or the Guarantees, as applicable.
Whenever there is mentioned, in any context, the payment of principal, premium or interest in
respect of any Note or the net proceeds received on the sale or exchange of any Note, such
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