JPMORGAN CHASE & CO. - Irish Stock Exchange
JPMORGAN CHASE & CO. - Irish Stock Exchange
JPMORGAN CHASE & CO. - Irish Stock Exchange
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PART A — <strong>CO</strong>NTRACTUAL TERMS<br />
Terms used herein shall be deemed to be defined as such for the purposes of the Conditions set forth in the Base<br />
Prospectus dated 14 January 2009 [and the supplement to the Base Prospectus dated [ ]] (the “Base Prospectus”)<br />
which [together] constitute[s] a base prospectus for the purposes of Directive 2003/71/EC (the “Prospectus Directive”).<br />
This document constitutes the Final Terms of the Notes described herein for the purposes of Article 5.4 of the<br />
Prospectus Directive and must be read in conjunction with such Base Prospectus [as so supplemented]. Full information<br />
on the Issuer and the offer of the Notes is only available on the basis of the combination of these Final Terms and the<br />
Base Prospectus [as so supplemented]. [The Base Prospectus [and the supplement to the Base Prospectus] [is]/[are]<br />
available for viewing at [address] [and] www.financialregulator.ie and copies may be obtained from the offices of The<br />
Bank of New York Mellon, One Canada Square, Canary Wharf, London E14 5AL and BNY Financial Services PLC, 4 th<br />
Floor, Hanover Building, Windmill Lane, Dublin 2, Ireland.]<br />
[The following alternative language applies if the first Tranche of an issue which is being increased was issued under a<br />
prospectus or Base Prospectus with an earlier date.<br />
Terms used herein shall be deemed to be defined as such for the purposes of the Conditions (the “Conditions”) set forth<br />
in the Base Prospectus dated [original date] [and the supplement to the Base Prospectus dated [ ]] (the “Base<br />
Prospectus”). This document constitutes the Final Terms of the Notes described herein for the purposes of Article 5.4<br />
of Directive 2003/71/EC (the “Prospectus Directive”) and must be read in conjunction with the Base Prospectus dated<br />
[current date] [and the supplement to the Base Prospectus dated [ ]], which [together] constitute[s] a base<br />
prospectus for the purposes of the Prospectus Directive, save in respect of the Conditions which are extracted from the<br />
Base Prospectus dated [original date] [and the supplement to the Base Prospectus dated [ ]]. Full information on<br />
the Issuer and the offer of the Notes is only available on the basis of the combination of these Final Terms and the Base<br />
Prospectuses dated [original date] and [current date] [and the supplement to the Base Prospectuses dated [ ] and [<br />
]. [The Base Prospectuses [and the supplement to the Base Prospectuses] are available for viewing at [address] [and]<br />
www.financialregulator.ie and copies may be obtained from the offices of The Bank of New York Mellon, One Canada<br />
Square, Canary Wharf, London E14 5AL and BNY Financial Services PLC, 4 th Floor, Hanover Building, Windmill<br />
Lane, Dublin 2, Ireland.]]<br />
Insert the following paragraph for Bearer Notes:<br />
[THE NOTES HAVE NOT BEEN AND WILL NOT BE REGISTERED UNDER THE U.S. SECURITIES ACT OF<br />
1933 AS AMENDED (THE “SECURITIES ACT”) AND THE NOTES <strong>CO</strong>MPRISE BEARER NOTES THAT ARE<br />
SUBJECT TO U.S. TAX LAW REQUIREMENTS. SUBJECT TO CERTAIN EXCEPTIONS, THE NOTES MAY<br />
NOT BE OFFERED OR SOLD WITHIN THE UNITED STATES OR TO, OR FOR THE AC<strong>CO</strong>UNT OR BENEFIT<br />
OF, U.S. PERSONS (AS DEFINED IN REGULATION S UNDER THE SECURITIES ACT (“REGULATION S”)).<br />
THESE FINAL TERMS HAVE BEEN PREPARED BY THE ISSUER FOR USE IN <strong>CO</strong>NNECTION WITH THE<br />
OFFER AND SALE OF THE NOTES OUTSIDE THE UNITED STATES TO NON-U.S. PERSONS IN RELIANCE<br />
ON REGULATION S AND FOR LISTING OF THE NOTES ON THE REGULATED MARKET OF THE IRISH<br />
STOCK EXCHANGE. FOR A DESCRIPTION OF THESE AND CERTAIN FURTHER RESTRICTIONS ON<br />
OFFERS AND SALES OF THE NOTES AND DISTRIBUTION OF THESE FINAL TERMS AND THE BASE<br />
PROSPECTUS. SEE “SUBSCRIPTION AND SALE IN THE BASE PROSPECTUS].<br />
Insert the following paragraphs for Registered Notes:<br />
THE NOTES HAVE NOT BEEN AND WILL NOT BE REGISTERED UNDER THE U.S. SECURITIES ACT OF<br />
1933 AS AMENDED (THE “SECURITIES ACT”). SUBJECT TO CERTAIN EXCEPTIONS, THE NOTES MAY<br />
NOT BE OFFERED OR SOLD /OFFERED, SOLD OR DELIVERED] WITHIN THE UNITED STATES OR TO, OR<br />
FOR THE AC<strong>CO</strong>UNT OR BENEFIT OF, U.S. PERSONS (AS DEFINED IN REGULATION S UNDER THE<br />
SECURITIES ACT (“REGULATION S”)). THESE FINAL TERMS HAVE BEEN PREPARED BY THE ISSUER<br />
FOR USE IN <strong>CO</strong>NNECTION WITH THE OFFER AND SALE OF THE NOTES OUTSIDE THE UNITED STATES<br />
TO NON-U.S. PERSONS IN RELIANCE ON REGULATION S [AND WITHIN THE UNITED STATES TO<br />
“QUALIFIED INSTITUTIONAL BUYERS” IN RELIANCE ON RULE 144A UNDER THE SECURITIES ACT<br />
(“RULE 144A”)] [AND FOR LISTING OF THE NOTES ON THE REGULATED MARKET OF THE IRISH STOCK<br />
EXCHANGE]. [PROSPECTIVE PUR<strong>CHASE</strong>RS ARE HEREBY NOTIFIED THAT SELLERS OF THE NOTES<br />
MAY BE RELYING ON THE EXEMPTION FROM THE PROVISIONS OF SECTION 5 OF THE SECURITIES<br />
ACT PROVIDED BY RULE 144A]. FOR A DESCRIPTION OF THESE AND CERTAIN FURTHER<br />
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