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JPMORGAN CHASE & CO. - Irish Stock Exchange

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This Base Prospectus, together with any supplements or amendments to this Base Prospectus (each a “Supplement”<br />

and together, the “Supplements”) comprises a base prospectus for the purposes of the Prospectus Directive and for the<br />

purpose of giving information with regard to the Issuer, and the Issuer and its subsidiaries taken as a whole (together,<br />

the “JPMorgan Chase Group”) which, according to the particular nature of JPMorgan Chase Group and the Notes, is<br />

necessary to enable investors to make an informed assessment of the assets and liabilities, financial position, profit and<br />

losses and prospects of the Issuer.<br />

This Base Prospectus is to be read in conjunction with all the documents incorporated by reference herein (see<br />

“Documents Incorporated by Reference”), any Supplements and, in relation to the final terms of any particular Tranche<br />

of Notes, the applicable Final Terms or Prospectus, as the case may be. References to this Base Prospectus shall mean<br />

this Base Prospectus and all documents incorporated by reference herein.<br />

The Issuer accepts responsibility for the information contained in this Base Prospectus. To the best of the knowledge of<br />

the Issuer (having taken all reasonable care to ensure that such is the case) the information contained in this Base<br />

Prospectus is in accordance with the facts and does not omit anything likely to affect the import of such information.<br />

The applicable Final Terms or Prospectus will (if applicable) specify the nature of the responsibility taken by the Issuer<br />

for the information relating to any underlying reference asset, entity, currency, commodity, stock, interest rate, index or<br />

other item (each a “Reference Item”) to which the relevant Notes relate and which is contained in such Final Terms or<br />

Prospectus. However, unless otherwise expressly stated in the applicable Final Terms or Prospectus, any information<br />

contained therein relating to a Reference Item will only consist of extracts from, or summaries of, information contained<br />

in financial and other information released publicly by the issuer, owner or sponsor, as the case may be, of such<br />

Reference Item. The Issuer will, unless otherwise expressly stated in the applicable Final Terms or Prospectus, accept<br />

responsibility for accurately reproducing such extracts or summaries (insofar as it is applicable) and confirm that, so<br />

far as it is aware and is able to ascertain from such information, no facts have been omitted which would render the<br />

reproduced information inaccurate or misleading but the Issuer will not accept any further or other responsibility in<br />

respect of such information.<br />

No person is or has been authorised to give any information or to make any representation other than those contained<br />

in this Base Prospectus or incorporated by reference herein in connection with the issue or sale of the Notes and, if<br />

given or made, such information or representation must not be relied upon as having been authorised by the Issuer or<br />

the Arranger, or any of the Dealers (as defined in “Overview of the Programme”). Neither the delivery of this Base<br />

Prospectus nor any offer or sale made in connection herewith shall, under any circumstances, create any implication<br />

that there has been no change in the affairs of the Issuer or the JPMorgan Chase Group since the date hereof or the<br />

date upon which this Base Prospectus has been most recently amended or supplemented or that there has been no<br />

adverse change in the financial position of the Issuer or the JPMorgan Chase Group since the date hereof or the date<br />

upon which this Base Prospectus has been most recently amended or supplemented or that any other information<br />

supplied in connection with the Programme is correct as of any time subsequent to the date on which it is supplied or, if<br />

different, the date indicated in the document containing the same.<br />

This Base Prospectus does not constitute an offer to sell or the solicitation of an offer to buy any Notes in any<br />

jurisdiction to any person to whom it is unlawful to make the offer or solicitation in such jurisdiction. The distribution<br />

of this Base Prospectus and the offer or sale of Notes may be restricted by law in certain jurisdictions. The Issuer, the<br />

Arranger and the Dealers do not represent that this Base Prospectus may be lawfully distributed, or that any Notes may<br />

be lawfully offered, in compliance with any applicable registration or other requirements in any such jurisdiction, or<br />

pursuant to an exemption available thereunder, or assume any responsibility for facilitating any such distribution or<br />

offering. In particular, no action has been taken by the Issuer, the Arranger or the Dealers which would permit a public<br />

offering of any Notes or distribution of this document in any jurisdiction where action for that purpose is required.<br />

Accordingly, no Notes may be offered or sold, directly or indirectly, and neither this Base Prospectus nor any<br />

advertisement or other offering material may be distributed or published in any jurisdiction, except in circumstances<br />

that will result in compliance with any applicable laws and regulations. Persons into whose possession this Base<br />

Prospectus or any Notes may come must inform themselves about, and observe, any such restrictions on the distribution<br />

of this Base Prospectus and the offering and sale of Notes. In particular, there are restrictions on the distribution of<br />

this Base Prospectus and the offer or sale of Notes in the United States, the United Kingdom, the Republic of Ireland<br />

and Japan (see the section headed “Subscription and Sale”).<br />

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