UCB SA - BNP Paribas Fortis
UCB SA - BNP Paribas Fortis
UCB SA - BNP Paribas Fortis
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The investment activities of certain investors are subject to legal investment laws and regulations, or<br />
review or regulation by certain authorities. Each potential investor should consult its legal advisers to<br />
determine whether and to what extent (1) Bonds are legal investments for it, (2) Bonds can be used as<br />
collateral for various types of borrowing and (3) other restrictions apply to its purchase or pledge of any<br />
Bonds. The investors should consult their legal advisers to determine the appropriate treatment of Bonds<br />
under any applicable risk-based capital or similar rules.<br />
(t) The Calculation Agent does not assume any fiduciary or other obligations to the Bondholders and,<br />
in particular, is not obliged to make determinations which protect or further their interests.<br />
<strong>Fortis</strong> Bank <strong>SA</strong>/NV will act as the Issuer’s Calculation Agent. In its capacity as Calculation Agent, it<br />
will act in accordance with the Conditions in good faith and endeavour at all times to make its<br />
determinations in a commercially reasonable manner. However, Bondholders should be aware that the<br />
Calculation Agent does not assume any fiduciary or other obligations to the Bondholders and, in<br />
particular, is not obliged to make determinations which protect or further the interests of the<br />
Bondholders.<br />
The Calculation Agent may rely on any information to which it should properly have regard that is<br />
reasonably believed by it to be genuine and to have been originated by the proper parties. The<br />
Calculation Agent shall not be liable for the consequences to any person (including Bondholders) of any<br />
errors or omissions in (i) the calculation by the Calculation Agent of any amount due in respect of the<br />
Bonds or (ii) any determination made by the Calculation Agent in relation to the Bonds or interests, in<br />
each case in the absence of bad faith or willful default. Without prejudice to the generality of the<br />
foregoing, the Calculation Agent shall not be liable for the consequences to any person (including<br />
Bondholders) of any such errors or omissions arising as a result of (i) any information provided to the<br />
Calculation Agent proving to have been incorrect or incomplete or (ii) any relevant information not<br />
being provided to the Calculation Agent on a timely basis.<br />
A11250830/2.25/23 Oct 2009 30