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Alto Palermo S.A. (APSA)

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Exhibit C<br />

Page 10<br />

If <strong>APSA</strong> offers Indexed Notes or Dual Currency Notes, the applicable Pricing<br />

Supplement and such Indexed Notes or Dual Currency Notes will set forth the method by and the<br />

terms on which the amount of principal (payable on or prior to Stated Maturity), interest and/or<br />

any premium, will be determined, any additional tax consequences to the Holder of such Note, a<br />

description of certain risks associated with investment in such Note and other information<br />

relating to such Note.<br />

Unless otherwise specified in the terms of a Series of Notes, Notes denominated<br />

in a Specified Currency other than U.S. dollars will provide that, in the event of an official<br />

redenomination of the currency, the obligations of <strong>APSA</strong> with respect to payments on such<br />

Notes shall, in all cases, be deemed immediately following such redenomination to provide for<br />

payment of that amount of the redenominated currency representing the amount of such<br />

obligations immediately before such redenomination.<br />

If the principal of or any premium, interest, Additional Amounts or other amounts<br />

on any note is payable in a Specified Currency other than U.S. dollars and such Specified<br />

Currency is not available due to the imposition of exchange controls or other circumstances<br />

beyond <strong>APSA</strong>’s control, or is no longer used by the government of the country issuing such<br />

currency or for settlement of transactions by public institutions of or within the international<br />

banking community, then <strong>APSA</strong>, until such currency is again available or so use, will be entitled,<br />

to the extent permitted by Argentine law, to satisfy its obligations to the Holder of such Notes by<br />

making such payment in U.S. dollars at the Exchange Rate for the Payment Date. The making of<br />

any payment in respect of any Note in U.S. dollars under the foregoing circumstances shall not<br />

constitute an Event of Default under such Note.<br />

Payments of the principal, interest, Additional Amounts or other amounts to<br />

Holders of a note denominated in a Specified Currency other than U.S. dollars who hold the Note<br />

through DTC will, to the extent permitted by Argentine law, be made in U.S. dollars. However,<br />

any DTC Holder of a Note denominated in a Specified Currency other than U.S. dollars may<br />

elect to receive payments by wire transfer in the Specified Currency other than U.S. dollars by<br />

delivering a written notice to the DTC participant through which it holds its beneficial interest, not<br />

later than the Regular Record Date, in the case of an interest payment, or at least fifteen (15)<br />

calendar days before the Stated Maturity, specifying wire transfer instructions to an account<br />

denominated in the Specified Currency. The DTC participant must notify DTC of the election<br />

and wire transfer instructions on or before the twelfth (12th) Business Day before the applicable<br />

payment of the principal.<br />

If so specified in a the applicable Pricing Supplement, payments of principal,<br />

interest, Additional Amounts or other amounts on or in respect of any Note denominated in a<br />

Specified Currency other than U.S. dollars shall, to the extent permitted by Argentine law, be<br />

made in U.S. dollars, calculated at the Exchange Rate for the Payment Date, if the Holder of<br />

such Note on the relevant Regular Record Date or at Stated Maturity, as the case may be, has<br />

transmitted a written request for such payment in U.S. dollars to the Trustee and the applicable<br />

Paying Agent on or prior to such Regular Record Date or the date that is fifteen (15) days prior<br />

to the Stated Maturity, as the case may be. Such request may be in writing (mailed or hand<br />

delivered) or by facsimile transmission. Any such request made with respect to any Note by a<br />

Holder will remain in effect with respect to any further payments of principal, interest,<br />

NEWYORK 6033603 v8 (2K)<br />

10

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