MARFIN EGNATIA BANK S.A. - Irish Stock Exchange

"Agency Agreement" means the agreement so named dated on or about the Programme Closing
Date between the Issuer, the Agents, and the Trustee;
"Agents" means the Calculation Agent, the Transfer Agent, the Registrar and the Paying Agents
and "Agent" means any one of them;
"Aggregate Adjusted Outstanding Principal Balance" means the aggregate of the Adjusted
Outstanding Principal Balance of each Loan;
"Arrears of Interest" means, in relation to a Loan as at any date, the aggregate of all interest and
expenses which are due and payable and unpaid on that date;
"Article 91" means Article 91 of Law No. 3601/2007 (published in the government gazette No
178/A/1-8-2007), as amended by Article 48 of Law No. 3693/2008 published in the government
gazette No 174/A/25-8-2008;
"Asset Monitor Agreement" means the agreement so named entered into, inter alia, by the
Issuer, the Asset Monitor and the Trustee on the Programme Closing Date;
"Asset Monitor" means PricewaterhouseCoopers S.A. in its capacity as asset monitor in respect
of the Covered Bonds;
"Athens Business Day" means any TARGET Settlement Day on which banks are open for
business in Athens;
"Authorised Investments" means:
(a)
(b)
(c)
(d)
Euro demand or time deposits, money market funds, certificates of deposit, long term
debt obligations and short-term debt obligations (including commercial paper), provided
that in all cases such investments will have matured before the next Programme Payment
Date, and the short-term, unsecured, unguaranteed and unsubordinated debt obligations
of the issuing or guaranteeing entity or the entity with which the demand or time
deposits are made are rated at least P-1/Aaa by Moody’s and F1+/AA by Fitch;
Euro denominated government and public debt securities, provided that such
investments will have matured before the next Programme Payment Date, and which are
rated Aaa by Moody’s and AAA by Fitch;
Euro denominated residential mortgage backed securities, provided that such
investments will have matured before the next Programme Payment Date, are actively
traded in a continuous, liquid market on a recognised stock exchange, are held widely
across the financial system, are available in an adequate supply and which are rated Aaa
by Moody’s and AAA by Fitch; or
guaranteed investment contracts (the terms of which have been approved in writing by
the Rating Agencies),
provided that such Authorised Investments (with the exception of any guaranteed investment
contracts) satisfy the requirements for eligible assets that can collateralise covered bonds under
Paragraph 8(b) of Section B of Bank of Greece Act No. 2588/20-8-2007;
"Bearer Bonds" means Covered Bonds issued in bearer form;
"Calculation Agent" means the Principal Paying Agent or such other Person specified in the
relevant Final Terms as the party responsible for calculating the Interest Rate(s) and Interest
Amount(s) and/or such other amount(s) as may be specified in the relevant Final Terms;
"Calculation Amount" has the meaning given in the applicable Final Terms;
"Calculation Date" means each date falling seven Athens Business Days prior to a Programme
Payment Date;
"Capitalised Arrears" means the amount of any Arrears of Interest in respect of which:
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