080305_JPM Series Fix and Win ... - Börse Stuttgart
080305_JPM Series Fix and Win ... - Börse Stuttgart
080305_JPM Series Fix and Win ... - Börse Stuttgart
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the value of the Notes or (iv) act as underwriter in connection with future offerings relating to the Index or may<br />
act as financial adviser to the sponsor of the Index or in a commercial banking capacity for the sponsor. Such<br />
activities could present certain conflicts of interest <strong>and</strong> may affect the value of Index <strong>and</strong>/or the value of the<br />
Notes.<br />
In the course of the various relationships described above, the Issuer, the Guarantor or any of the Guarantor’s<br />
subsidiaries or affiliates may come into possession of material, non-public information in relation to the Index.<br />
They are under no obligation to disclose such information or relationship to Noteholders.<br />
No Capital Protection following an Early Redemption of the Notes<br />
Other than the first instalment payment in 2009, the Notes may be redeemed prior to the Maturity Date under<br />
other circumstances, in particular for taxation reasons, following an Event of Default or certain Additional<br />
Termination Events. The Early Redemption Amount payable under such other circumstances shall be the fair<br />
market value of the Notes immediately prior (<strong>and</strong> ignoring the circumstances leading) to such redemption as<br />
calculated by the Calculation Agent in good faith <strong>and</strong> in a commercially reasonable manner, adjusted to account<br />
fully for any reasonable expenses <strong>and</strong> costs of unwinding any underlying <strong>and</strong>/or related hedging <strong>and</strong> funding<br />
arrangements (including, without limitation any options, swaps or other instruments of any type whatsoever<br />
hedging the Issuer’s obligations under the Notes).<br />
Investors should be aware that such fair market value may be less than 100 per cent. of the Specified<br />
Denomination, <strong>and</strong> may be less than the Nominal Amount per Note.<br />
No 100 per cent. Capital Protection with respect to the Specified Denomination in the case of an<br />
investment in the Notes after the first instalment payment<br />
If an investor purchases the Notes after the first instalment payment in 2009, there is only the right to receive the<br />
last instalment payment at maturity which will only amount to at least 50 per cent. of the Specified<br />
Denomination. Therefore, such investor will not receive capital protection of 100 per cent. of the Specified<br />
Denomination, instead a capital protection at maturity is limited to 50 per cent. of the Specified Denomination.<br />
Hedging<br />
In the ordinary course of their business, whether or not there will be any secondary market making activities, the<br />
Issuer, the Guarantor <strong>and</strong>/or the Group may effect transactions for their own account or for the account of their<br />
customers <strong>and</strong> hold long or short positions in the Index or related derivatives. In addition, in connection with the<br />
offering of the Notes, the Issuer, the Guarantor <strong>and</strong>/or the Group may enter into one or more hedging<br />
transactions with respect to the Index or related derivatives. In connection with such hedging or market-making<br />
activities or with respect to proprietary or other trading activities by the Issuer, the Guarantor <strong>and</strong>/or the Group,<br />
the Issuer, the Guarantor <strong>and</strong>/or the Group may enter into transactions with respect to the Index or related<br />
derivatives which may affect the market price, liquidity or value of the Notes <strong>and</strong> which could be deemed to be<br />
adverse to the interests of the Noteholders.<br />
Market Value of Notes<br />
The market value of Notes will be affected by a number of factors independent of the creditworthiness of the<br />
Issuer <strong>and</strong> the Guarantor, including, but not limited to:<br />
(i) the value <strong>and</strong> volatility of the Index; The value of the Index may vary over time <strong>and</strong> may increase or<br />
decrease by reference to a variety of factors which may include corporate actions, macro economic<br />
factors <strong>and</strong> speculation.<br />
Market volatility reflects the degree of instability <strong>and</strong> expected instability of the performance of the<br />
Index. The level of market volatility is not purely a measurement of the actual volatility, but is largely<br />
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