OFFERING CIRCULAR SUPPLEMENT CLARIS LIMITED as Issuer ...

ISSUE TERMS
Terms used herein shall be deemed to be defined as such for the purposes of the Conditions set forth
either in the Offering Circular or in Annexes 1 and 2 attached to these Issue Terms (the “Annexes”).
These Issue Terms are supplemental to and must be read in conjunction with such Offering Circular.
1 Issuer: Claris Limited.
2 (i) Series Number: 63/2006.
(ii) Tranche Number: 1.
3 Specified Currency or Currencies: Euro (“EUR”).
4 Aggregate Nominal Amount: EUR 25,000,000 subject to adjustment pursuant
to the provisions of Annex 1 hereto (the “Initial
Aggregate Nominal Amount”).
The Initial Aggregate Nominal Amount, as
adjusted from time to time, as provided in this
paragraph 4 and paragraph 8 below, is referred to
herein as the “Adjusted Aggregate Nominal
Amount”.
If, following a Credit Event (as defined in the
Default Swap (as defined in paragraph 22(x)
below)), the Issuer is required to pay a Cash
Settlement Amount (as defined in the Default
Swap), then, with effect from the relevant Cash
Settlement Date (as defined in the Default
Swap), the Adjusted Aggregate Nominal
Amount of the Notes shall automatically be
reduced to an amount equal to the Initial
Aggregate Nominal Amount minus whichever is
the greater of:
(i)
the Initial Aggregate Nominal Amount
minus the Tranche Notional Amount
(which term is defined in the Default
Swap); and
(ii) the Aggregate Nominal Realisation
Amount,
such reduction to be applied to each Note pro
rata to the number of Notes outstanding.
For the avoidance of doubt, in the event of any
such reduction following a Credit Event as
described above, no amount shall be payable to
the Noteholders in connection with any such
reduction, and such reduction will be effected by
the cancellation of the relevant nominal amount
of the Notes.
Following the provision of the Default Swap
Counterparty’s consent as described in paragraph
6