make payment of the amount so withheld to the appropriate governmental authority and will pay such additional amounts (Additional Amounts) that will result in the receipt by the
holders of such amounts that would have been received by such holders had no such withholding or deduction been required by the Relevant Jurisdiction, except that no Additional Amounts will be payable:
(a) for or on account of:
(i) any tax, duty, assessment or other governmental charge that would not have been imposed but for:
(A) the existence of any present or former connection between the holder or beneficial owner of such note, as
the case may be, and the Relevant Jurisdiction including, without limitation, such holder or beneficial owner being or having been a citizen or resident of such Relevant Jurisdiction or treated as a resident thereof or being or having been
physically present or engaged in a trade or business therein or having or having had a permanent establishment therein, other than merely holding such note or the receipt of payments thereunder;
(B) the presentation of such note (where presentation is required) more than 30 days after the later of the
date on which the payment of the principal of, or premium (if any) or interest on, such note became due and payable pursuant to the terms thereof or was made or duly provided for, except to the extent that the holder thereof would have been entitled
to such Additional Amounts if it had presented such note for payment on any date within such
30-day
period;
(C) the failure of the holder or beneficial owner to comply with a timely and reasonable request of us or any
successor entity addressed to the holder or beneficial owner, as the case may be, to provide information, documentation and certification concerning such holders or beneficial owners nationality, residence, identity or connection with
any Relevant Jurisdiction, if and to the extent that due and timely compliance with such request would under applicable law, regulation or administrative practice have reduced or eliminated any withholding or deduction as to which Additional Amounts
would have otherwise been payable to such holder; or
(D) the presentation of such note (where
presentation is required) for payment in the Relevant Jurisdiction, unless such note could not have been presented for payment elsewhere;
(ii) any estate, inheritance, gift, sale, transfer, excise or personal property or similar tax, assessment or
other governmental charge;
(iii) any combination of taxes, duties, assessments or other governmental
charges referred to in the preceding clauses (i) and (ii); or
(b) with respect to any payment of the
principal of, or premium (if any) or interest on, such note to a holder who is a fiduciary, partnership or Person other than the sole beneficial owner of any payment to the extent that such payment would be required to be included in the income
under the laws of a Relevant Jurisdiction, for tax purposes, of a beneficiary or settlor with respect to the fiduciary, or a member of that partnership or a beneficial owner who would not have been entitled to such Additional Amounts had that
beneficiary, settlor, partner, or beneficial owner been the holder thereof.
Whenever there is mentioned in any context
the payment of principal of, and any premium or interest on, any note, such mention will be deemed to include payment of Additional Amounts provided for in the indenture to the extent that, in such context, Additional Amounts are, were or would be
payable in respect thereof.
Redemption, Exchange and Purchase
As explained below, ArcelorMittal may redeem the notes before they mature in certain circumstances. This means that
ArcelorMittal may repay them early. You have no right to require us to redeem the notes (although, under certain circumstances related to a change of control of ArcelorMittal, you may require us to acquire your notes). Unless ArcelorMittal defaults
in payment of the redemption price, on and after the redemption date, interest will cease to accrue on the notes or portions thereof called for redemption.
Redemption for Taxation Reasons
The notes may be redeemed, at our option, in whole but not in part, upon giving not less than 30 days nor more than 60
days notice to the holders (which notice will be irrevocable), at a redemption price equal to 100%
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